Musique de la Nuit
by LadyKayoss
Summary: [Movieverse] Blind, scarred, and broken, Otto wants only to live out his life in exile. Then something happens to give him new hope, if he can only find the courage to grasp it.
1. Scars

Disclaimer: Characters are property of Marvel. _Phantom of the Opera _themes belong to LeRoux.

Author's Note: This fic has been up on my deviantArt account for the past couple of weeks, but I decided to finally put it up here, so more people can see it and because dA isn't kind to visitors. If you want to read ahead, though, I urge you to go through the 'homepage' link in my Bio. There are currently three chapters up, with a fourth due any time. This fic was spawned from a dream I had the night I saw the _Phantom of the Opera _movie, then watched _Spider-Man 2 _and reread "Falling Feels Like Flying" all in one night. I mentioned the dream in my journal, and was persuaded to actually write it. So, here you are. Enjoy.

_**Musique de la Nuit**_

_One – Scars_

The brick was cool under his fingertips, a hint of what was to come in the winter if he didn't find the money to repair the shattered window or pay for heat. Otto Octavius took another step, continuing his exploration. He'd thought he'd known this place like the back of his hand, but his knees were now black-and-blue from every collision with every piece of furniture in the apartment. The actuators had offered to assist him, but he needed to do this without them. He needed to prove to himself that, although the sight had been burned from his eyes, he could still function as a normal human being.

As if normalcy could ever be an option for him. Society had viewed a man who was a victim of a tragic accident as a criminal; how would they see him now? What would the papers make of his scarred features, his unseeing eyes? The label they'd given him of 'monster' had become far more appropriate.

The dying sun of his fusion reactor had heated the water around him, bringing it to a boil. Skin had bubbled, burst, melted… He should have died. He would have, except the actuators had dragged his ruined body out of the river, their will to survive greater than his own death wish. He didn't know _how _they'd kept him alive; all he knew was that, two months after his accident, he'd awoken into eternal darkness, his flesh a mass of scar tissue and his voice a rasping growl. He didn't know how they'd kept his wounds clean, how they'd kept him fed, how they'd managed to prevent his muscles from atrophying during the prolonged bed rest. All he knew was that he was alive. If this wretched existence could even be called 'life.'

The actuators couldn't understand why their father wasn't pleased they had saved him. They knew certain systems no longer functioned, and offered their own as replacement. He was learning to see through their cameras, though depth perception was skewed, and if he did it more than half an hour at a time, he developed a pounding headache. They had helped him relearn to walk on legs as unsteady as a newborn fawn's, and offered their own delicate internal pincers to perform tasks his fingers were too damaged to handle. To them, the damage to his soft, external shell was an inconvenience, not something to die for. They didn't understand humans and the way they judged a man based on looks. Even Otto couldn't bear to look at himself through the actuators' 'eyes.'

It was why, as soon as he was well enough to move about, he went home – if one could call it that. Since he was officially 'dead,' Otto, under a false name, had had to use the last of his bank heist money to buy the building he'd owned for several years. OsCorp, which had seized the property after the first fusion disaster, had been happy to get rid of the property, as if it would wash their hands clean of the incident. After, of course, all notes and lab equipment that could prove useful had been confiscated, of course.

That Rosie's family had come and taken her possessions was perhaps a blessing. When he'd come to find that there was nothing left to show she'd once lived there, he'd been livid, at first. And then… relieved. Perhaps he wouldn't have been able to _see _her clothing in the closet, or her books on the shelf, but knowing they were there, touching what she had once touched, would have sparked painful memories. It was hard enough to sleep on the bed that had been theirs; he'd taken to sleeping on the battered couch. Those restless, dream-haunted nights on the couch had made him wonder if he'd done the right thing, returning. It was said you could never go home again. Otto had never seen the truth of this statement so clearly as he did now. This place where he'd spent the best years of his life had become a cold, empty shell without Rosie's presence. It would be better, perhaps, for him to start this new life, his third life, far from this place where memories haunted his every waking hour.

But memory was all he had left, now that hope was gone. Even if he somehow managed to get the actuators removed, what could he do afterwards? He couldn't even show himself in public – any traveling he did was limited to the night, where shadows hid his ruined visage. No one would hire a blind, hideous genius who had once succumbed to madness. So here he would remain, with his pain and his memories to keep him company.

Otto pulled his hand from the wall, taking the first tentative step into the open space that had been his laboratory. He knew that the twisted wreck of the first fusion reactor's containment system was still in the middle, like some abstract sculpture, and he needed to memorize how many steps away it was from the wall. Counting silently, hand extended in front of him, Otto crossed the distant to the warped crescent. The metal was studded with shrapnel that had been fused with it when the miniature sun had imploded, just as it had fused the actuators to his spine.

The actuators curved in lazy arcs around him, whispering that perhaps they should continue the Work they had begun in this very spot. Perhaps it would be Otto's means of winning acceptance from the society that had shunned him.

Rebuild. As if _that _would solve everything. He didn't blame the actuators for suggesting it; it was what they had been programmed for, and completing this objective was all they understood. Otto ignored the persuasive voices that had led him astray before. _Rebuild, and repeat my mistakes? Rebuild, and fail again?_ Anger flooded his mind, and without quite knowing what he was doing, he smashed his fists against the metal crescent, wanting to rend to pieces the machine that had destroyed his life. The actuators made startled squawking noises as Otto continued to strike the metal until his knuckles bled. A scream built in his throat, escaping as a howl of anguish. "Damn you, damn you, damn you!" he shouted. The upper actuators seized his wrists before he could hit the machine again, and the lower two pulled him away.

His madness temporarily abated, Otto fell to his knees, weeping. The actuators writhed in confusion at the strength of Otto's emotions. One of them brushed against his cheek, but he roughly pushed it away. _Leave me alone, _he thought numbly. The actuators obeyed; he could feel their motion cutting the air around him, but they'd withdrawn from his mind. _Good, _he thought bitterly. He needed to get used to being alone, because it was how he was damned to spend the rest of his miserable life.

XXX

The city spread out beneath her, a breathtaking vista of gleaming metal and glass, reflecting the sun's rays a hundred times over and making the city seem to glow. Rosie loved to watch the sun rise from this height; it was as if she was the first to be touched by its warmth, before its rays finally penetrated the streets far below. And this high up, the ever-present roar of the motors and the voices of millions of people that was the city's heartbeat was diminished, becoming only a muffled buzz at the edge of hearing that she could block out by humming a bit of song.

Rosie closed her eyes, letting the chilly morning breeze wash over her and ruffle her honey-brown hair like a lover's caress. If she concentrated hard enough, she could fool herself into thinking that _he _was there with her, that it was his hand affectionately playing with her long tresses, as he had so often. The shift of cloth around her body could be his gentle caresses, a delicate touch that belied the strength of his hands. The gust of wind prickling the nape of her neck could be his breath as he pulled her in closer, savoring contact with her as if it were the most addictive of drugs. If she let herself, she could get lost in the memory and forget the hell the past three months of her life had been. She could pretend the painful surgeries that left her throat and chest a mass of scars had never happened, nor the long hours of therapy as she tried to cope with this new, hollow life.

But if she let herself dwell on it for too long, depression would overcome her. And then there would be pills to take, and the therapist to talk to… Better not to think of Otto at all, as cruel as that seemed. She knew he wouldn't want her to destroy herself over his death, and she tried to honor that by going on with life, even when the anguish was so overwhelming that she longed to throw herself over the edge of the railing and fall to the pavement below. It was for that reason that her niece had spent every morning up her with her, at first, though her brother seemed to feel that Rosie had advanced beyond the point where suicide was a possibility. As if it would be possible to get over her husband's death!

At least it proved that he cared. If she'd had to go through the loss of her husband, the other half of her soul, on her own, Rosie would have killed herself as soon as the nurses in the hospital turned their backs on her. Michael had stayed by her side, however, showering her with love, struggling to prove to her that there were people _here _who needed her. She sometimes wondered if he had done her a favor… or inflicted upon her the cruelest of tortures by making her feel too guilty to die.

Rosie opened her eyes, blinking away the tears that threatened. No, best not to think at all about how happy she'd once been. She turned her back on the view, crossing the rooftop garden to the patio chair, settling down with the book she'd brought out. She was revisiting the classics, with half a mind to return to school to teaching it, as she had a decade before. Perhaps it would ease the pain of her loss. She refused, however, to even consider reading poetry. The raw emotions it evoked would bring on another bout of depression.

She'd been reading for about an hour when a shadow fell over her. Rosie looked up, smiling wanly at her brother's serious face. "You missed breakfast," he told her.

"I'm sorry; I didn't realize how late it was." Words came easier now than they had before, when her throat had been healing from the gashes the glass had left in her flesh. It had been a miracle that nothing vital had been hit by the shards of glass that had torn her open. There'd been so much blood… and she had, apparently, been clinically dead when the paramedics loaded her into the ambulance. The paramedics had been stunned when she'd suddenly regained consciousness during the ride, and what had been a slow funeral procession to the city morgue became a mad dash to the Midtown Hospital.

She closed the book and got to her feet, knowing Michael wouldn't leave her be until he was certain she'd eaten. She followed him obediently through the elegant patio doors and into the penthouse apartment that housed Michael, his wife, their youngest child, and now Rosie. Rosie remembered her early visits to her brother's spacious home; she had felt out of place, and Otto had been downright uncomfortable at this display of wealth. He'd always compared himself to the proverbial bull in the china shop, and spent entire visits worrying he'd knock over some expensive vase resting on an unstable pedestal – never mind that Michael wasn't stupid enough to display anything that expensive in such a way in a home with children, even if they were no longer young enough to cause serious damage.

Her thoughts were taking a dangerous path again, so Rosie firmly quashed them. She lived here, now, with her family. She didn't need to feel like a guest. Michael guided her to the dining room, and directed the maid to bring Rosie what food had been saved for her.

Normally, he would leave as soon as he'd made certain she was eating, but today, Michael took a seat next to her. "I'm going to be going on a business trip to California next week," he told her without preamble. Michael had always been direct with her… except in one matter. "I'm planning to bring Lucy with me," he continued. "I wanted to bring you, too, because a change of scenery would probably do you some good, but it's not going to be a pleasure trip, and you'd be stuck in a hotel with my business associates and their families. I'm afraid you wouldn't enjoy being stuck with people you don't know." He smiled apologetically. "Will you be all right?" _You won't kill yourself if I leave, will you?_ he didn't ask.

He was right; being trapped with people she didn't know, people who would wonder why she was in her brother's care, people who would stare at the hideous scars on her throat and ask uncomfortable questions… It would be more than her healing psyche could bear. "I'll be all right," she told him. "You're not taking Eve, are you?"

Now her brother smiled ruefully. Evelyn, his sixteen-year-old daughter, was at that point in her life where she'd come to the conclusion that her parents weren't as smart as they'd pretended to be, and fought them at every turn. Conversations between parent and daughter often descended into screaming matches and led to Eve storming off to her room. She was at the point where she'd do anything to defy her parents.

In short, she was the perfect person to help Rosie with a certain little project…

"Think you can handle her?" Michael asked, looking as if he'd just asked his sister to do something unpleasant. "She'll spend most of her time at work or in her room, of course, but with you as the only authority figure, she might try to take advantage of you."

"Don't worry, Michael." It wouldn't be as bad as her brother feared; Eve might lash out at her parents, but in the time she'd spent watching her convalescing aunt, they'd grown close. It was easier to bond with someone who wasn't an authority figure. It was also a bitter reminder of the children she'd been unable to have… Otto had tried to give her everything she could ever want; that he couldn't give her the one thing she wanted the most had almost broken him. "Eve and I get on fine."

The housekeeper put a plate of scrambled eggs before Rosie, and Michael got to his feet. "Then I'm off," he said. "I'll see you at dinner."

Rosie watched him go, her face thoughtful. A whole week… It would give her the chance to find out the one thing that Michael and the rest of his family wouldn't talk about, the subject that was forbidden in his household. She had to know the truth about her husband's death.

To Be Continued…


	2. Home

Disclaimer: All Spider-Man 2 characters belong to Marvel. _Phantom of the Opera _themes belong to LeRoux.

Author's Note: And here is chapter two! The _Phantom _themes aren't in evidence here, but they will pop up later in the story. And I have no idea how you missed this, kod, there are four chapters of this up on my dA account! LOL… And for those of you wondering how Otto looks in this fic, Vorkosigan is working on a picture based on a scene from the next chapter. It's not done yet, but what I've seen so far looks good.

_**Musique de la Nuit**_

_Two – Home_

When had something so simple as getting food become such a terrifying ordeal? Otto had been living off the non-perishable foods left in his cupboards, but he was running low, and he wasn't looking forward to another meal of canned spinach and Ramen noodles. Getting more food, however, required leaving his safe haven and re-entering the world, and he didn't know if he was ready for that. But it was either go out or starve.

So Otto had dug an old, worn ski mask from the depths of his drawer, and pulled it on over a pair of sun glasses. His trench coat and duster were both scorched and fraying, but they were the only articles of clothing he had that would conceal both the actuators, and the scars that mottled his arms and chest. He'd be sweltering under so many layers of clothing in the August heat, but his over-abundant clothing would attract less attention than the actuators or the hideous scars.

The real challenge, however, was going to get food without the actuators to guide him. He wanted no rumor of his survival to slip out, nothing that would draw attention to him and what he had become, which meant he had to find his way to a grocery store without the aid of the actuators. It would be a journey through darkness, along once-familiar streets that would become strange, unknown, dangerous, even, with nothing to guide him but touch and hearing. Otto was trembling with fear as he exited through the back door of his home, the first time he'd left his sanctuary since he'd moved back in. The actuators sent him reassurances that they would assist him if needed, though they understood the need for anonymity.

Otto had fashioned a cane from a spar of wood left from the destruction of his lab. It was a poor replacement for a blind person's can, but it enabled him to take that first shaking step forward. Stepping away from the comfortingly solid brick into the unknown was enough to make his heart hammer against his chest, and his breath caught in his throat. He didn't have to do this; it wasn't too late to turn around and hide himself away from the rest of the world…

But if he didn't do this, he'd never again find the courage to leave his home and even though he planned to live out the rest of his days in the solitude of his home, there was no avoiding the fact that he'd have to leave it sometime. He forced himself to take a second step, and then a third. The actuators encouraged him every step of the way, and Otto made it to the street curb without incident. He heard soft, pitying murmurs of pedestrians as they veered out of his path, and the silent, steady footsteps of those who didn't care enough to get out of a blind man's way. He waited patiently for the sound of traffic to slow, indicating the light had changed and it would be safe for him to cross.

His destination was a small store two blocks from his lab. It was owned by a friendly elderly couple, and Otto had often slipped over there on lunch break back when Otto Octavius Industries had been a working facility. Otto was ashamed to have to steal from people who had been so kind to him back before his accident, but he didn't want to venture far from his home yet, and they were closest. And he knew they had insurance, so at least they'd be compensated for their losses tonight.

It was small comfort.

Traffic halted, and Otto tentatively stepped forward. He grunted as someone shoved past him, knocking him to his knees, and the actuators shifted furiously under his coat. Otto's mind clamped down on them, forcefully restraining them before they could wreak havoc on the careless pedestrian. It hurt that no one even offered to help him up, and he lurched awkwardly to his feet. He was disoriented, and cast about for the right direction.

The honking of vehicles as the light changed to green was enough to alert him; keeping the angry sounds to his right, he was able to cross safely. But as soon as he was certain he was safe, he leaned against the whitewashed surface of the closest building, leaning heavily against it as if it were a lifeline. He'd known he couldn't count on the residents of the city to assist him, but he was stunned by their rudeness. With his ratty coat and makeshift cane, he probably looked homeless. He didn't know what they made of the ski mask or his bandaged hands.

Swallowing his disappointment in mankind, Otto continued forward, staying within touching distance of the line of buildings to his right. He made it to the next street, this time making certain that no one was near him when he crossed.

Once across, then came the hard part: he needed to slip around the back and locate the rear door to the store. He'd never been behind the store before, and had only a vague idea of where the door was located. He followed the edge of the building on the street corner until he found a small street, almost an alley, really, where a vehicle could pull up to the rear of the buildings and unload. Otto ran his hand along the brick of the first building, felt the texture become rougher where it joined with the second building. He wanted the third in line… The stone became smoother under his fingertips, and Otto smiled in satisfaction. This _had _to be it; the front of the grocery store was composed of similar smooth stone.

He quickly located the store's back door. One of the actuators peered out from under the hem of his coat and reported that there were no humans to see. Otto gave them permission, and they burst from his coat, curving around to disable the door alarm and pick the lock.

From then on, it was a simple matter of seeing through the actuators' 'eyes' and selecting cans and boxes of simple-to-prepare meals and stuffing them into the duffel bag he'd brought along. The two upper actuators stayed at the level of his eye, to give him an approximation of 'normal' vision, while the lower two did the snatching, to keep him from leaving fingerprints.

When he judged he had enough to eke out an existence for another month, Otto made certain he'd done minimal damage to the store and, satisfied, vacated the store. The actuators pulled back into his coat, and Otto retraced his steps back to his lab. His stride became faster as he drew closer to home, and his stride was almost confident as he crossed the last street and walked the last few feet.

He'd done it! He'd gone out, on his own, and had achieved his goal! It was a small victory, but it was a victory, nonetheless. His scarred lips curled in a triumphant grin. He proudly climbed the three steps up to the door and reached for the handle. And then his sharp ears picked up a sound from within; the actuators turned up their receivers, amplifying the noise so he could identify it: voices.

His stomach twisted as he realized the truth: Someone had invaded his sanctuary. Someone was in his home!

XXX

_This was a great idea, _Rosie thought, watching the city slide past the taxi window. Beside her, Eve was splayed across the leather seat, a crooked grin on her face. When her niece had suggested they have a 'girl's night out' to celebrate their freedom from Michael's 'tyranny,' Rosie had been wary of yet another attempt to make her forget her problems. But, as she'd spent time with her enthusiastic young niece, Rosie had found herself smiling, _really _smiling, for the first time since she'd woken in the hospital. They'd gone on an impromptu shopping trip, where Eve had picked out a beautiful patterned scarf for Rosie to wear and hide the scars around her neck, then going out to dinner at an expensive restaurant and making complete fools of themselves. They'd capped off the night by seeing the latest teen comedy, which both agreed was _bad, _and they'd spent the entire time laughing at the unlikely antics of the teenage boys with their one-track minds.

It had reminded Rosie of her own high school days, when she'd dated the most popular boy in school, star of the football team and Homecoming King to her Queen. Her family had been so sure she was going to marry him; she'd even changed her plans from attending a university in California so she could attend ESU with him.

And then, one fateful day, she'd been waiting on the college steps for her friend Alison so they could have a study session. She'd been thinking of her poetry class and the T. S. Eliot poem they'd been analyzing when her thoughts had been rudely interrupted by a pair of students who'd just come from a physics class. One of them had been complaining about the workload their professor had dumped on them, and that he'd _never _understand it… And then his companion had launched into a complex – and very, very _loud_ - explanation of the theory of relativity. She hadn't understood what he was talking about, but the _passion _with which he spoke had captured her attention, and she'd watched him with fascination. And then, to make a point, he'd flung out his hands and knocked the books from her grip. Immediately contrite, the student had helped her to pick up the scattered books and papers, and then their eyes had met…

"Aunt Rosie?"

His shy manner had made a striking contrast to his size, and she'd been enchanted by his old-fashioned genteel. He'd been so sweet, so kind… not at all self-absorbed, like her boyfriend. And there was a depth to him that she'd never seen in another man. Alison had been shocked that Rosie would dump a hunk like Jason for a "pudgy, homely, _geek._"

"Aunt Rosie? Are you all right?" Something poked her shoulder, and Rosie pulled herself out of her memories. Her heart sank as she realized she'd been losing herself in the past again; she'd been determined not to let it ruin her night.

"I'm all right," she said, though there was a quaver to her voice.

Eve didn't look so sure. "We're almost home," she said after a moment, turning to look out the window.

_Home… _There was a lump in Rosie's throat as she realized she no longer had a home; she was a guest in her brother's house, nothing more. Home… home was the couch where she and her husband had cuddled in front of the television, when she forced him to watch some romantic movie with her. Home was her kitchen, when she and Otto shared a meal she'd cooked, occasionally with his inept assistance. Home was the bed they shared. Home was his warm embrace, with her head against his chest and the beat of his heart loud in her ears… She drew in a trembling breath. She wanted to go _home! _She leaned forward and gave the taxi driver new instructions.

Eve's eyes widened. "What are you doing?" she asked. "Dad says that someone bought that place!"

"I know," Rosie said. "I… I just need to see it." She couldn't explain it, but she had to see the place she had called home for so long, and this was the first time she'd been out of Michael's supervision. "Don't worry; I won't do anything illegal," she said.

"Bummer," Eve said. "And here I was thinking you were the one _cool _member of my family."

Rosie laughed, but it was a hollow sound.

The taxi pulled up in front of the brick building that had once been the home of Otto Octavius, Industries. The sign was still there, as well as the Latin inscribed above the door. Rosie asked the driver to wait and climbed out. Eve followed, her eyes on her aunt. Despite her glib remarks, she was clearly worried for Rosie.

"It looks abandoned, doesn't it?" Rosie asked as she studied the stone face. There were no lights within and a quick peak around the side showed that the window hadn't even been repaired, only covered with plastic. Whoever had bought the building hadn't put any care into it, and that infuriated Rosie. She strode back to the front entrance and put her hand on the door handle. She was unsurprised to find that it was locked, but she didn't expect to find the spare key was still hidden in one of the cracks in the mortar surrounding the door.

"Uh… should we be doing this? Isn't it trespassing?" Eve asked.

"I thought you wanted me to do something illegal," Rosie said. The key turned in the lock, and she pushed the door open. "There's no one here; no one has to know." She stepped under the archway, into the shadowed interior.

She amended her earlier assumption that no one had taken care of the place; someone had cleared the detritus from the accident. Perhaps her brother had, when he'd come to collect her possessions. Eve stared around, wide-eyed – she hadn't seen the lab since the accident, and she was clearly stunned by the changes. "It's so… empty," she said.

She was right, Rosie thought. Otto's presence had filled the lab, making it warm, alive, inviting. Now… now, it was just another place where Rosie didn't belong. She walked further in, hoping to find _some _signof her previous life.

The only thing she found was the barely recognizable remains of the fusion reactor, the culmination of a lifetime of research, now a warped and twisted hunk of metal, making a mockery of her husband's work.

"Is that…?" Eve asked uncertainly, reaching out to touch the deformed crescent.

"It's what's left of the reactor," Rosie said numbly. "This is where everything went wrong. This is where my husband died. But Michael won't tell me how! I don't know if it was quick, or if he was in a lot of pain, or…" A sob welled up in her throat, making it hard to speak. "What if he suffered? What if he was mortally wounded, but spent weeks clinging to life in a hospital, in agony? What if he was in the room next to mine, and the doctors wouldn't tell me? What if he died where I could have been there with him, but wasn't?"

Eve patted Rosie's shoulder awkwardly. "Dad won't tell me anything about it, either," she admitted. "I… I'm sure he didn't suffer."

Rosie turned her back on the reactor. "I think I've seen enough." She didn't want to see if their bed was still there; she was afraid to find that someone else had been sleeping on it, or see someone else's clothes in the closet, or pictures of another happy couple arrayed on the dresser. "Let's go."

As they exited the building and walked to the waiting taxi, Rosie said, "I need to know what happened. Will you help me find out?"

"I promise I'll do whatever I can to help," Eve said seriously.

"Thank you." It was good to know that she had someone on her side. And she _needed _to know the truth – no matter how horrible it may turn out to be.

XXX

Otto had slipped in the back door as silently as was possibly, and concealed himself in the shadows behind the archway between closest to the reactor. One of the actuators had curled around the stone, keeping low to the ground with its pincers only slight parted, to keep the glow of its lights to a minimum. Through that narrow slit, Otto watched two shapes examine the remains of the crescent. There was enough light filtering through the plastic-covered window to illuminate their features, but what he saw made him question his sanity. Had he finally crossed that line between genius and madness? Because what he was 'seeing' wasn't possible… He questioned the actuator, but it curtly told him that the image was exactly as he saw it. And the voice he heard, amplified through the actuator's receiver, was achingly familiar – perhaps a little huskier than he remembered, but there was no mistaking it.

And then the two women departed, leaving him again alone. But now, there was something different, as something deep within him long thought lost was rekindled. Once again, his whole world changed, and Otto threw back his head and laughed hysterically. She was alive!His Rosie was _alive!_

To Be Continued…


	3. Rain

Disclaimer: Spider-Man characters property of Marvel. _Phantom _themes are property of LeRoux. 'Music of the Night' is by Andrew Lloyd Weber.

Author's Note: This is my favorite chapter… I love a good thunder storm, and the visual of Otto in the first section is one that was haunting me for awhile. And I also love the song 'Music of the Night.' Thanks to my grandmother, I was exposed to it at a young age, and even then I was struck by its haunting beauty, though I hadn't heard the lyrics – I'd heard it from a music box. Now that I've actually read the lyrics, I realize that the song has a seriously dark tone which makes me love it even more…

Edit now has a 'no song in fics' policy, even if the authors credit the songwriters. So, against my will, I'm removing the lyrics to 'Music of the Night' from this chapter. It loses some of its impact as a result, and I'm Not Happy. But people have been kicked off for less… Go to my deviantArt account to read this story as it's meant to be read.

_**Musique de la Nuit**_

_Three – Rain_

The steady rhythm of rain on the glass soothed Otto's nerves. He sighed softly and leaned against the glass pane of the window, feeling the impact of each drop through the glass. Thunder rumbled, somehow audible over the noise of the city. There was lighting; he could feel the electrical current in the air, even though he couldn't see it. The storm brought to mind memories of countless other thunderstorms spent with all the lights turned off, the phone unplugged, all thoughts of his Life's Work shunted aside as he sat on this very window seat with Rosie, reveling in the fury of the storm.

_Rosie… _He still couldn't believe that she lived. He kept expecting to wake up and find it was all some cruel dream. But the actuators insisted he was not in the throes of an REM cycle. She was real, she was _alive._ Otto's first impulse had been to rush after her and sweep her into his arms and never let her go.

Then cold, cruel logic had reasserted itself. Yes, he could go after her – but it would require leaving his sanctuary. He was forced to admit to himself that he'd developed agoraphobia; two blocks for food had almost been too much for him. Just the thought of crossing the city made him feel weak in the knees. He'd been trembling, frightened, the entire walk to the grocery store, and what had once been a ten minute walk on a busy day had taken him half an hour. Traveling via actuator wasn't an option; he wanted Doctor Octopus to stay dead. If word got out that he was alive, even the slightest rumor, the police would organize a city-wide hunt for him. And the thought of trusting himself to the actuators, without being able to see where he was going, terrified him. If he began to rely too heavily on them, it would give them the opportunity to reassert control over him. While they remained quiescent for the moment, Otto was all too aware that that could quickly change.

The actuators stirred at his thought, but remained silent. While Otto didn't think they would resort to outright rebellion, he wouldn't put it past them to try to subvert his thoughts, to make him more open to their way of thinking. But they _had _saved his life, and were still showing a surprising tenderness when it came to his well being that Otto wasn't sure was entirely because of their need for self-preservation.

Otto had tried to blame his agoraphobia and his paranoia of the motives of the actuators for his reluctance to see Rosie once he'd had a chance to absorb the situation, but in truth, his fear had nothing to do with it. The deformed fingers of his right hand traced the flesh of his face, feeling the alternating ridges and unnaturally smooth areas of a face so scarred as to be unrecognizable. Only his dark, useless eyes and the hair that was still thick over his scalp – except for a melted area along his right temple back to his ear – were all that was left. His clothing had protected some of his body from the worst of the effects, but his arms and chest were permanently marred, and Otto was no longer certain he could perform as a man. His hands were among his worst injuries; the tips of three of the fingers on his left hand were gone, and on his right he was missing the pinky finger. He was hideous; looking at himself through the actuators made even him nauseous. What if he went to Rosie, and she took one look at him and recoiled in horror?

And even if she could look past his misshapen exterior, what would she think of what she found within him? He had killed the doctors who had tried to help him. He had nearly destroyed the city in his madness. And his hubris had almost gotten her killed. Even if she accepted his molten shell, what would sweet, loving Rosie think of the monster he'd become?

The thought of her rejection was almost enough to make him regret what he'd decided. From her conversation with the girl, who he'd eventually recognized as Rosie's niece Evelyn, Rosie had no idea what had happened to him. She'd thought he'd died in the same accident he'd thought _she _had died in. She was unaware of what he'd become, and part of Otto wanted her to never find out. Let her think that he had died in the accident, that he hadn't been consumed by madness. Let her see him only as her beloved husband, who had been a victim of his dream.

But he knew Rosie. He knew she'd never give up until she found out what had happened to him. When she wanted something, she was tenacious, and wouldn't stop until she discovered what she wanted to know. She'd find out that her husband hadn't died, that he'd become a monster… and then, maybe, she could get on with her life. Perhaps, knowing what he had done would make it easier for her to put him out of her thoughts and forget him.

Yes… As much as it hurt, Otto wanted Rosie to move on. Knowing that she was alive, somewhere, unencumbered by her connection to him, would be enough to keep Otto going. Knowing that he wasn't responsible for her death… he should be happy about that, shouldn't he? It was one less weight on his shoulders, one less chain to bind him. He'd make certain she knew about his life as a super-villain, and free her from her pain over his death.

Thunder rumbled, shaking the house and rattling the panes of glass. The downpour intensified, and Otto pushed the window open, letting the rain fall onto his face and run down the valleys of his scars. It was Rosie who had shown him the beauty in something so natural as the rain, and Otto couldn't help but wonder if she was out there, somewhere, watching the storm and thinking of him.

XXX

Rain lashed against the window, and a crack of thunder made the room vibrate under Rosie's feet. Lightning forked across the sky, painting the room in a mosaic of washed-out color before everything went dark again. She stood in front of the wide window for several minutes just watching the storm, seemingly hypnotized by the shapes the lightning took against the sky and the patterns of rivulets of water on the window. But her thoughts weren't on the storm's majesty; she was preoccupied with her failed attempts at finding the truth about Otto.

Her visit the previous night to what she had once called home had solidified her resolve to find out what had happened, but thus far, she'd had little success. Rosie had called the Midtown hospital and inquired about her husband. The receptionist had been polite and helpful – until Rosie had said her husband was Otto Octavius. There had been a pause as the receptionist looked up the name on file, and then the woman had curtly told her that those files were restricted and she couldn't reveal the contents without proper authorization. She'd hung up before Rosie could ask just how she could get that authorization.

She'd gone down to the public library with Eve and sorted through the obituaries from various papers from three months ago, a process that had taken several hours. She'd found her own obituary, much to her shock, but nothing on Otto. It had felt strange reading about her death, seeing forty-odd years of life summed up in two simple paragraphs. There'd been emphasis on her early life, while her marriage to Otto had been glossed over. There was reference to the 'tragic accident,' but nothing about Otto's fate.

_Why _had everyone thought she was dead? Why hadn't Michael corrected them? Did he _want _everyone to think she was dead? That wasn't like Michael; he'd never use her for insurance fraud. Surely there was a reason!

And she'd found nothing. It was as if Otto had ceased to exist. Tomorrow, she planned to go back and search the later obituaries, in case he had clung to life in the hospital before finally dying. She also considered calling Curt Connors, who had been Otto's best friend. If anyone knew, it would be him. She was putting it off, knowing that talking to him about Otto would be painful for them both. Tomorrow, maybe…

Rosie sighed and flopped across her bed. For the first time in months, she was truly, completely alone. Eve had gone to spend the night with a friend, though she'd been reluctant to leave her aunt, and the hired help had long since departed. The penthouse felt so empty, now. So _lonely_. Maybe she should have asked Eve to stay, after all.

Rosie reached towards her nightstand, examining the clutter by touch until her fingers encountered cool porcelain. Carefully, she picked up the heavy music box and set it on the mattress before her. She ran her fingers along the base, finding and turning the metal key to start the music. She closed her eyes as the music began, memory filling in the tune's lyrics.

The tune was from _The Phantom of the Opera, _the only Broadway musical Rosie had ever managed to drag her husband to. After months of prodding, she had finally persuaded him for her birthday to take a night off from his work and experience the magic of a Broadway performance. Waiting to take their seats, Otto had constantly glanced around at the well-dressed theatre patrons, muttering under his breath that he felt like a fish out of water. He _had_ looked awkward, in the lightly-used, slightly rumpled tuxedo he usually reserved for whatever functions OsCorp wanted him to attend.

He'd stayed quiet during the entire show, giving her no sign of how he felt about it. She knew he'd probably been bored to tears; theatre hadn't been his thing. Otto wasn't uncultured swine, but he'd rather have been attending a physics lecture than appreciating the arts.

When they'd left the theatre, he'd been strangely quiet during the taxi ride home. When Rosie had questioned him, he'd surprised her. Hesitantly, Otto had admitted that he'd felt empathy for the Phantom, because he _was _the Phantom. He'd been the outcast, constantly tormented for being the pudgy, glasses-wearing geek, then teased when an early growth spurt made him much taller than the rest of his class. Worse, his brilliance had alienated fellow classmates. Otto had worked hard to make himself invisible through high school, speaking to others only when he _had _to, and probably would have done so throughout college. And then… he'd met her. Beautiful, smart, funny… and dating the handsome jock that any father would be proud to have his daughter marry. She should never have paid him any heed, Otto had said.

She was his Christine, he'd told her, the woman he'd loved the moment he set eyes on her. A woman he didn't think he would ever be worthy of. And yet, impossibly, she had _returned _that love.

He'd bought her the music box the next day, shyly admitting that he'd spent the entire day searching dozens of shops for something like it. It was porcelain, with a circular white base topped with two figures, that of the masked Phantom and Christine. _"Think of me whenever you play it," _he'd told her, then had given her an embarrassed grin.

The base was cracked, with a jagged edge where a piece had fallen off. It had happened during the transfer of her property to Michael's penthouse, and she'd burst into tears when she'd seen the break. Worse, the fragile internal mechanism was damaged, and one of the notes was off key as a result. Michael had offered to replace it, but it wouldn't be the same.

Nothing would ever be the same…

"_Think of me whenever you play it." _The music cut off, leaving only the rumble of thunder to echo through the empty penthouse, drowning out the sound of her weeping.

To Be Continued…


	4. Truth

Disclaimer: All Spider-Man characters are property of Marvel. _Phantom of the Opera_ themes are property of LeRoux. No profit is being made from their use.

Author's Note: Not the best of chapters, but it accomplishes what it was supposed to. Things should be picking up after this. I think. I hope. Yeah.

_**Musique de la Nuit**_

_Four – Truth_

The storm had abated overnight, but there was still the strong scent of ozone in the air, a clean scent amidst the normal choking miasma that made up New York's atmosphere. The sky was overcast, but there was still enough light to read by, and Rosie had laid out a towel on her favorite patio chair. She was waiting for Eve's return before she continued on her search for the truth about Otto; there was just too much for one person to look through alone. She was deeply engrossed in her book when the soft sound of the clearing of a throat drew her attention. The housekeeper was standing over her, a manila envelope in her hand. "This just arrived for you," she said, sounding puzzled.

It was too early for the mail. "From who?" Rosie asked. She took the envelope, noting that her first name and her brother's address were printed on the side, but nothing else. But then, if it had just been hand-delivered, there wouldn't be a return address. Stranger still, there was a slightly wilted red rose tied by a delicate ribbon to the envelope.

"He said he was from the _Bugle,_" the housekeeper said. "Said something about a book?" She shrugged. "Since I'm out here, can I get you anything?"

"I'm fine, thanks." Rosie was still uncomfortable with being waited on, even knowing that the housekeeper made more money than Rosie had as a teaching assistant. The woman nodded and left Rosie alone. As soon as she was gone, Rosie examined the envelope carefully. The _Bugle? _Why would they send her something? Why would they deliver it personally, rather than send it through the mail?

She ripped open the end, shaking it so the contents slid out. There were several folded _Bugle _articles, neatly paper-clipped together. Rosie tugged the top one free and unfolded. Her brow furrowed as she read the red-and-black headline: DOC OCK'S REIGN OF TERROR OVER? There was a photo of an abandoned pier, ending in a twisted wood-and-metal ruin that looked as if it had been ground zero in a bombing. The accompanying article was a rambling collection of rumors about someone called 'Doctor Octopus,' or 'Doc Ock,' who had apparently tried to destroy the city, with or without the help of Spider-Man – the article seemed to imply that either could be true.

_Doctor Octopus? Who comes up with these names? _She smiled wryly. She went to the next article, which she noticed was also about this Doc Ock. This one was about an encounter atop a train between Doc Ock and Spider-Man, which led to a desperate attempt to stop the runaway train. There was a blurry photo taken from the camera from the train's missed stop of Spider-Man and a dark shape that looked only vaguely human. Rosie tried to figure out what it was, but it hadn't photographed well. It reminded her of those so-called photos of Bigfoot that pop up once in awhile, and she wondered if this Doctor Octopus were some sort of hoax to sell papers.

If so, it was a poor one. And that didn't explain why the articles had been sent to her. Maybe someone knew she needed something amusing to cheer her up and had them sent; Eve, maybe. She wouldn't put it past the girl… She opened the next article, and all thoughts of who had sent her the articles vanished as the world seemed to drop out from under her.

'DOC OCK' STILL AT LARGE: POLICE EXPAND MANHUNT, the article declared. Unlike the previous articles, this one wasn't accompanied by a blurry photo of something that could have been human; instead, there was an artist's conception of a bare-chested man surrounded by four serpentine shapes with jagged, three-pincered maws. It was only a drawing, but she _knew _that face…

"It can't be," she whispered. But what else could it be? The nightmarish serpents of metal and circuitry could only be the actuators her husband had built to assist him with the fusion reaction. With trembling fingers, she sorted through the articles. Information was scarce, but there was an article about a bank robbery (supposedly with Spider-Man's aid) in which he got away with the stolen money. _Please… please let me find that someone else was using the actuators to commit these crimes! Please, please don't let Otto have anything to do with this…_

Then she opened the last article. It was the oldest of the bunch, dated the evening after the accident, and rather than using the _Bugle'_s nickname, it called Otto by name. It included photos of a hospital surgery, with chalked lines where bodies had been removed from the scene. Glass and surgical instruments were scattered across the floor, and there were dark stains, black in the colorless photos, but her imagination painted them a vivid scarlet… The article briefly recapped the accident, mentioning a death – _hers _– and the fate of her husband. Otto hadn't died, as everyone had said, he'd lived, and _the actuators had been fused to his spine! _And when he'd been taken to the hospital for their removal, he'd attacked and killed the seven doctors who had only been trying to help him.

A sob rose in her throat. _Otto! _she wanted to wail. It couldn't be true! This wasn't her husband! Not sweet, gentle Otto!

She didn't know how long she sat there, staring at the article in her hand, but it must have been for quite some time because it was Eve who pierced her stupor. "Aunt Rosie? Is everything all right?" the girl asked, taking a seat next to her aunt. She peered into her aunt's face. "What happened?" she asked, alarmed. Rosie couldn't speak past the lump in her throat. Her gaze fell on the stack of articles in her lap, and Eve snatched the one about the bank robbery.

"Doc Ock?" she asked. "Why are you reading about him?"

"What do you know about him?" Rosie asked, her voice a hoarse whisper.

Eve's brows knitted. "Not much – Dad doesn't approve of the _Bugle, _and I don't really watch the news," she admitted. "He was supposed to be some mad scientist who terrorized the city and nearly destroyed it, I guess, though we were far enough away that we didn't feel the effects. I wouldn't believe anything they report in the _Bugle – _I mean, they said he had _tentacles, _for God's sake!"

Silently, Rosie handed her niece the article with the artist's drawing. Eve examined it, frowning. "What – " she began, and then Rosie gave her the accident report.

All the color left her niece's face as she skimmed the article. She glanced at the artist's conception, then looked up at Rosie. "This… this was Uncle Otto?" she asked, dumbstruck. "Oh my God…"

"This is why Michael let everyone believe I was dead; he was trying to protect me from Otto," Rosie said, sickened. She didn't want to think that Otto would ever harm her, but before now, she would never have believed Otto would rob a bank… or kill… "The accident must have driven him mad," she whispered.

Eve placed her hand on her aunt's shoulder and patted it awkwardly. She clearly had no idea how to comfort her aunt. And, really, what _could _she say? This wasn't something that could be dispelled by a few words. This was a horror that would stay with her for a long time to come.

XXX

The transition of day to night was barely perceptible in the gloom, but the half-hidden sun had plunged below the city's skyline by the time Otto dared leave his home. It had taken him that long to persuade himself to leave the safety of his stone-and-glass sanctuary, even to traverse the short distance to the mailbox on the corner. He was just glad that he had the postage he needed still sitting in the bottom of his desk drawer; he didn't think he could handle the post office.

He didn't want to do this at all, really. When he'd called up the _Bugle _offices that morning, asking them to send as many Doctor Octopus articles to Rosie as they could, the person he'd spoken to had been reluctant. Otto had told them a story about being an author doing research on Dr. Octavius for a book, and had been forced to offer a hefty sum of money to persuade the person on the other end of the line to agree to gather the articles _and _send someone to take the articles to her – who was supposedly his secretary - directly. On a whim, he'd also asked for the courier to pick up a rose from the florist to give to her as well, though he'd regretted that as soon as he hung up the phone. She was going to discover that her husband was a monster; she didn't need to get flowers from a mysterious source!

And now he needed to ensure that payment got to the _Bugle _so they wouldn't track down Rosie and question her. He'd stuffed several bills – the last of his remaining cash – in an envelope, and addressed it to the _Bugle _offices. It was time to venture back out into the strange, terrifying outside world.

So he donned his ski mask and coat, and, makeshift cane in hand, he took a deep breath and readied himself for another journey. He left through the back door again, not wanting to be seen entering and exiting. He wanted to encourage the abandoned look of the building – so long as it was paid for, no one would enter. The mail box was towards the front, on the street corner, and Otto followed the line of the building to the street that ran in front of the main door.

Everything was going well, better than his first foray outside the lab's protective walls. _Maybe I can get used to this, after all. _ The street was fairly quiet compared to normal New York traffic, being out of the way. It had been a main selling point when Otto and Rosie had searched for somewhere that could be both their home and somewhere he could work from. Foot traffic was light; people instinctively skirted the lab building, as though it was haunted. Otto wondered if, years from now, there would be tales of the ghost of Doctor Octopus haunting the laboratory. Lips twisted into the ghost of a smile; _they'd be half right_, Otto thought.

Wood clanged against metal, and Otto groped around for the slot in the mail box. He found it and slipped the letter inside, then turned to go.

And that was when things went wrong. He put his foot down on the curb and, unprepared for the open space under his heel, he stumbled backward, into the street – and in front of an oncoming vehicle. There was a scream of tires as the driver braked, but the vehicle didn't stop in time. It caught Otto in the back, where the actuators absorbed the blow. He wasn't hurt, but it was enough to send him sprawling, and his head smacked against the pavement. Unconsciousness threatened to claim him, but he clung to wakefulness through sheer force of will. If he were to lose consciousness, his grip on the actuators would slip and they'd attack the driver that had dared to hurt their host – and anyone else who got in their way.

"Someone call an ambulance!" He could hear the sounds of a crowd gathering around him, murmurs of concern mixed with the angry yells of what must have been the driver. "Damned fool stepped right out in front of me!"

"Hey, are you all right? Help is on the way!" a voice said from close by.

_No… _He couldn't go to the hospital! He groaned and tried to get up, but his limbs weren't obeying his commands. His actuators were tensed, ready to assist as soon as he gave the order. But he wouldn't, couldn't, unleash them.

"He fell pretty hard. Do you think he might have a concussion?"

"He's bleeding… Hang on, buddy, I have some first aid training." And, before Otto could react, the ski mask was pulled off his head.

"Holy…" someone breathed. There were gasps from some of the assembled, and a woman shrieked as his face was revealed. Otto pushed himself to his feet, fighting down a wave of dizziness that threatened to pitch him sideways. He plunged forward, through the crowd, not knowing where he was going but not caring. He had to get out of there before the ambulance came… He kept his left hand over his face, his right extended. The cane had been lost in the fall, and he wasn't going to look for it. He charged forward, dimly aware from the blaring of car horns that he'd crossed the road and was moving _away_ from his lab, but he didn't care. He slammed into the face of a building, turned, and followed it until he found a gap that proved to be the entrance of an alley. And, before anyone could see where he had gone, he finally freed the actuators, permitting them to scale the side of the five-storey building and depositing him on the rooftop. Otto fell to his knees, oblivious of the puddles of water that immediately soaked his pants.

His head throbbed, but gentle probing revealed only a slight swelling on his temple, with broken skin. Well, it couldn't make him any uglier than he already was, anyway. Otto bit his lip; he hadn't expected to make a woman _scream. _

_That was close. _Otto pulled his knees up to his chest and rested his face on his arms. The actuators had withdrawn back into his coat as soon as he was safe, but one of them pushed its way through the front of his coat and nudged him. Otto brushed his fingers along the corroded metal. _I can't do this… I can't! _He wasn't going to go out any more, not until it was so late/early that there was no one on the streets. And when he did – it was inevitable, since he would need food and money - he had to keep his face covered… He'd lost the ski mask, and he didn't have anything else, yet. He'd find something else, something that would warn off anyone who did happen to see him. But, most of all, he needed to become invisible, a shadow… a phantom.

To Be Continued…


	5. Ghost

Disclaimer: Spider-Man characters are property of Marvel. _Phantom of the Opera _themes belong to LeRoux.

Author's Note: Ah… now that I have the rough draft of my term paper done, I can relax for about a week and get some fan fiction done. Assuming I can fight off this new bout of Writer's Block. Grr… this chapter didn't turn out how I'd hoped. But, with a little luck, I'll at least be able to resume my Sunday updating schedule for "Moonlight Becomes You." For now, though, enjoy this. And yeah, I know, I know… _another _rain scene. What can I say? He's cute when wet!

_**Musique de la Nuit**_

_Five – Ghost_

A peal of thunder woke Otto, and he uncurled from his fetal position. His limbs ached, and he wondered how long he'd been hiding on the rooftop. Moisture from the puddles had soaked into his tattered coat, and he shivered as a cold wind cut him to the bone. The actuators informed him that it was after three in the morning, that there was no one on the street below, and that another storm was about to break. Otto stood, wincing as pain shot up from his ankle and the throb in his forehead intensified.

The actuators slipped from his coat, carefully walking him to the building's edge and moved with uncharacteristic silence as they climbed down the side. The first drops of rain began, cold, heavy drops that bore little resemblance to the pleasant rain of the night before. Otto shivered; his scorched, threadbare coat afforded little protection from the downpour. Sensing his misery, the actuators tore a black awning from the building closest them. The heavy cloth flared around him like tattered black wings before enfolding Otto completely. Because he no longer relied on sight, they covered his ruined face, completely shielding him from the rain. Then, resting on his shoulder where it was mostly hidden by a fold of cloth, the upper right actuator fed its camera image into Otto's brain.

Slipping from shadow to shadow, Otto made his way back to his home. His head began to throb in earnest as the strain of seeing the world through the actuator melded with the pain of the blow to his head, but he refused to close off the link and let the actuators lead him.

But he couldn't stumble around blindly anymore, either. Otto respected those who had overcome their sightlessness and become independent, and he wished he could be like them, but his life forbade it. One stumble could result in discovery. He'd already come close to being found out, and all he'd done was go to the mailbox. He _needed _to be able to see for himself, without exposing the actuators. He needed it, because he couldn't spend the rest of his life hiding himself away.

And he wanted to see Rosie again, despite his decision that she was better off without him. Maybe she didn't need him in her life… but he needed her in his, even if it was just to watch her from afar. She was the light to his darkness… even though he could no longer see her light with his own eyes, he could bask in it, feel its warmth, let it fill him and banish the darkness. Assuming the darkness within him hadn't grown deep enough that it would swallow the light and leave him feeling colder than he had before…

As he entered his cold, lonely stone haven, casting aside the soaked awning and severing the link with the actuator's camera, it occurred to him that seeing Rosie without being able to touch would be torture, but he didn't care. Pain had become a faithful companion; what was one more wound to one so damaged?

XXX

The ESU campus was bustling, now that the rain had thinned to a drizzle; it was that time of year when the fall semester begins and there is a flood of new students. The culling of the poorer or less dedicated students hadn't yet begun, and Rosie had to weave through crowds of students laughing or complaining about how they had to write a term paper _already _or planning parties… It brought back painful memories, and suddenly Rosie wondered if she'd even be able to teach again. It seemed that _everything _was fated to remind her of Otto.

Rosie ducked through the door of the building that held the science classes, pausing to orient herself by the numbers on the doors. The office she sought should be on the next floor, directly above these classrooms. She found the double doors leading to the closest stairwell, fighting the flow of students coming down as she ascended to the next level.

The door to Curt Connors's office was two doors away from the stairs. A few students stood in the doorway talking, likely the tail end of a frantic questioning session – Rosie knew Curt's assignments could be a real bitch, and there were always students dropping in on him. She smiled at them as they turned to go, and they returned the expression weakly. Clearly, Curt had only managed to confuse things for them further. His enthusiasm for science could run away with him if he wasn't careful, a trait he had shared with Otto. Whenever they'd had dinner together, their conversation always went over her – and Martha Connors's – head.

Curt was grading exams when Rosie opened the door and entered, and he didn't look up. His battered oak desk hadn't changed; there was always at least one of stack of papers cluttering the top, the photo of Curt and his wife and son was still sitting on one corner, opposite a real lizard skeleton with its head angled so those blank eye sockets seemed to be staring at whoever sat across from Curt. It had always creeped Rosie out. "The paper is due Tuesday; I am _not _granting you an extension," he said in a resigned voice.

"Is that any way to greet an old friend?" Rosie teased. Curt's head snapped up, and his eyes widened, and the blood drained from his face. "You look like you've seen a ghost."

"Rosie?" He got quickly to his feet, nearly tripping over his chair in the process. His eyes didn't leave her face as he circled his desk to stand in front of her. "My God, it _is _you!" He pulled her into a hug, then pushed her away to examine her. "Everyone said you were dead!"

"A part of me is," she said softly. Curt winced and suddenly couldn't seem to meet her eyes. "I'm adjusting," she told him. "Recovering has been painful for me…" She unknotted the scarf around her neck, letting Curt get a look at the scars on her neck and throat. The scientist examined them, his expression sympathetic. "I live with my brother Michael and his family. They… they've been very supportive." _And they lied to me… _

"I wish you'd contacted me sooner," Curt said. "You must come over for dinner some time; Martha will be thrilled to see you again."

"I'd love to," Rosie smiled. "I just… It didn't feel right, talking to you, after… after what happened. But Michael won't tell me anything, and I need to know the truth." Finding out the previous morning that her husband had survived the accident to become a criminal had almost broken her. Otto, her Otto, would never have done such a thing! But he had, and Rosie needed to know why. Had her husband always had a darkness inside him that had been freed by her death? Or was this all some sad, horrible misunderstanding? "I have to know if he was really a… a monster." The last was the barest of whispers, but Curt heard her.

Curt brushed past her, shutting his office door and locking it. He pulled out the chair in front of his desk for her, and she sat, fidgeting under the skeletal lizard's baleful gaze. Curt settled into his own chair and stared down at the pattern of wood on his desktop for several moments, as if he found it fascinating. "You must understand," he said finally, "I hadn't had any contact with Otto after the accident. When I saw the news that you'd died and Otto was in the hospital, I went to see him. I knew he'd need someone to be with him when he woke up." Rosie's throat closed; at least _someone _had cared enough to be there for Otto. "While I was waiting, the doctors explained to me what had happened to Otto. There was an electrical surge that passed through the harness of the smart arms. The harness itself was relatively undamaged, since Otto made it heat resistant, didn't he?" Rosie nodded. "However, the nanowires in his spine _weren't. _They melted, fusing to the vertebrae and the spinal column itself."

Rosie felt the gorge rise in her throat; the articles had said the actuators were _welded _to her husband, but she hadn't quite believed it. The pain alone would be enough to drive Otto mad… Curt saw her anguish and hesitated, but then plunged onward. "The doctors were going to give him a laminectomy. There was the possibility that he would have ended up crippled."

_Poor Otto… _She tried to imagine him crippled, widowed, with his dream dead. A sob rose in her throat, but she fought it down. She'd had enough of crying. She wouldn't cry again until she knew the whole truth. Besides, Otto _hadn't _ended up crippled. "But they never performed the surgery."

"No. I don't know the details of what happened, but next thing I knew, I was being questioned by cops about Otto's criminal history." Curt kneaded his forehead as if talking about this pained him. Perhaps it did. "That was the last time I was even in the same building as Otto. After that, I heard he robbed a bank, then he disappeared for about a month and resurfaced to attack a coffee shop and battle Spider-Man atop one of the el trains. There was also something about rebuilding his failed experiment and using it to destroy the city, but details about that are scarce."

_Rebuilding? _Realization hit Rosie."Curt, did the doctors say anything about the inhibitor chip?"

"The inhibitor chip?" Curt repeated blankly.

"Never mind," she sighed. "I had another question," she said after a moment. "Do you have Peter Parker in any classes this year?"

Curt looked surprised at this change of subject. "Yes, I have him in a class tomorrow, when he deigns to show up."

"Does he work as a photographer for the _Daily Bugle?_"

Curt looked thoughtful. "One of his excuses for being late was that he was taking pictures for the paper. He never said which paper, but it could be the _Bugle, _I suppose."

"Do you think you could set up a meeting with him? He takes the best pictures of Spider-Man, as if he actually _knows _Spider-Man. Maybe… maybe he knows something more about what happened to Otto."

"If he shows, I'll see if I can hold him. The class gets out at 1:40, meet us by my office then."

"Thanks, Curt," she said. She leaned across the desk and gave him a kiss on the cheek. "I'll take you up on that offer of dinner," she told him. "Michael's away this week, and I get depressed when I'm left alone."

"I'm sorry this happened to you, Rosie," he said sadly.

"Don't feel sorry for me, Curt," she answered. At least she hadn't been the one who'd been abandoned, hurt, and alone… "My pain is nothing compared to what Otto must have gone through."

XXX

The pale mask was smooth under Otto's fingers, and he ran the damaged digits over the edge of the eye socket, testing to see if the glue had hardened. The mask was a relic from a masquerade he and Rosie had attended, a fund raiser run by Norman Osborn. Rosie had chosen for him an elaborate creation of green and gold, and for herself had selected a beautiful dress of red and silver, creating a striking contrast. The only simple part of their outfits had been their matching masks, blank white ovals with eyeholes and narrow slits for their mouths. The costumes had gone back to the rental place almost as rapidly as Otto could extract himself from his, but he'd left the mask at Osborn's and had been forced to buy it, since Osborn hadn't returned it until a week later.

Otto had banished the mask to the back of his closet, and hadn't thought about it until that morning. It would cover the worst of the damage to his face, though the molten skin at his temple would remain visible. But that wasn't why Otto had thought of the mask; it was sturdy enough that he could fix a camera over the eye socket. The setting he'd glued in place seemed to be holding, and Otto set the mask aside to move on to the next part of his project. The upper left actuator obligingly lay atop the table before Otto, and the lower right and left curved around to give him a view of the opened pincer. The upper right unfolded its smaller inner pincers and plunged them into its sibling's delicate circuitry, very carefully disconnecting the miniature camera and setting it to the side. Then it began to extract the wire that hooked up to the camera, a painstaking job of inserting the fine pincers between segments closest to Otto's body and pulling at the wire, drawing it free from the actuator's tubular inner cavity. The camera was reconnected, and Otto quickly switched his link to see through that camera, making certain it hadn't been damaged during the extraction.

He hadn't wanted to use the actuator's camera, but the sockets on the harness where he'd once been able to plug in other attachments had melted, and he had no way to repair them. The upper left had volunteered to sacrifice its eye so Otto could see, a gift that had shocked the scientist – he hadn't expected such concern from machines.

The camera was disconnected, and Otto carefully fitted it into the setting glued to the mask's eye socket. Then Otto placed the mask over his face, making certain the setting didn't chafe against his skin. There was a slight rubbing, but nothing he couldn't ignore. He nodded in satisfaction and set the mask aside, atop the folded black awning. The wire, still connected at one end to the harness, Otto draped over his shoulder. Later, when he wore the mask, he'd tape it the wire to his skin so it wouldn't shift.

_Tonight… _Tonight, when the hour was late, or early, depending on one's point of view, Otto would go out, the awning draped around him like a cloak, the mask fixed firmly in place. He'd see how far he could go before fear sent him haring back to his hiding place. Maybe the mask would embolden him enough that he could finally snatch some sorely-needed money.

Maybe he'd even find the courage to see Rosie…

To Be Continued…


	6. Ache

Disclaimer: All Spider-Man characters are property of Marvel. _Phantom of the Opera _themes are property of LeRoux.

Author's Note: Y'know, description is hard to maintain when the characters are actually _doing _something. I only seem to be able to be really descriptive when there's a lot of emotion and no action involved. I wonder why that is? And I'm not happy with how this chapter came out; I've had it done the past two days and went through it every night, tweaking bits, and it still isn't quite right. This is a 'filler' chapter, and it shows.

I don't know when the next chapter of 'Moonlight Becomes You' is going up; apparently, there's some holiday this weekend that I forgot about completely and I'll be going home, where I won't have internet access, and won't even have my laptop with me, so I won't even be able to work on MBY. By the way, I suggest checking out this chapter in my deviantART account; vorkosigan has done a gorgeous picture of scarred Otto, and I've included the link to it on dA. Check it out!

_**Musique de la Nuit**_

_Six – Ache_

Eve had wanted to go with Rosie to see Peter Parker, after she'd seen how distraught her aunt had been after coming back from seeing Curt the previous day, but she couldn't get time off work. Rosie had been treated to Eve's tirade about the evils of jobs, but it was half-hearted. Getting a summer job had been her father's idea; he felt that she needed to learn responsibility. Eve had complained that she had everything she needed and therefore didn't need a job during her summer break from school, so Michael had given her a choice: Eve could get a job and become a well-rounded individual, or he could spoil her rotten and pay for everything, and she could end up like Paris Hilton. Eve hadn't been able to find a job fast enough after that, and had vowed never to skip a day.

That didn't mean she wouldn't complain about it. Rosie loved her niece dearly, but she was glad to be on her own again, going out, doing things for herself… She'd never liked being coddled; it was why she'd been able to share her life with a man who spent most of the day locked up in a lab, or was sometimes too lost in thought to lavish attention on her like some wives demanded… No, she prided herself on her independence, and she chafed under Michael's protection.

Maybe she could understand why Eve complained, after all…

Rosie patiently waited outside Curt's office, watching the halls fill as classes ended. A few minutes after 1:40, Curt came down through the double doors leading from the stairs and smiled when he spotted her. She smiled back, relieved. If Curt looked happy, then he'd probably gotten a hold of Peter. This was proven when, a few seconds later, Peter emerged behind him. She saw the youth's brow furrow when he saw her, then his eyes widened and his jaw dropped open. So Curt hadn't told him _why _he wanted Peter to come to his office. It was Curt's little way of getting revenge on his oft-absent student. His shock answered one of Rosie's questions; if he hadn't known she was alive, then he hadn't sent her the newspaper clippings, either. So who had?

"Mrs. Octavius?" Peter spluttered. The boy's shock was charming. "You… I saw… you're…"

"Hi, Peter," Rosie said warmly. She waited a moment to let him recover his composure. "I'm glad you came."

Curt cleared his throat. "I've got students to see," he said apologetically, nodding towards the line forming outside his office. "Martha wants to know if tomorrow at seven is a good time for dinner."

"That would be lovely," she said, and, satisfied, Curt disappeared into his office. She couldn't wait; it would be nice to have dinner with friends again. For now, though… She turned to Peter. "Have you had lunch? I seem to recall there are some nice cafes on campus."

The youth squirmed uncomfortably. "I can't really afford…" he began, voice ashamed.

"I'll buy. In return, I want some information."

Peter looked unsurprised. "You mean, about your husband," he said delicately.

"Let's talk about this over lunch," Rosie said, glancing around at the crowded hall. "Anywhere you recommend?"

Peter escorted her to a small place in the basement of the science hall; there was a scattering of tables amidst potted plants that created an illusion of privacy. The food smelled good, and Rosie and Peter ordered, then took their food trays found the seat furthest from the chattering students.

Peter ate like he was starving; she was going to give him a few moments to scarf down most of his food before she began to question him in earnest. She was rather surprised when _he _chose to begin, rather than waiting. "How did you survive? The medics acted like you were gone."

Rosie sighed. "I don't know." She toyed with the scarf that hid her scars. "The doctors said it was a miracle. I should have died. It… it's taken a lot of surgery to get me where I am now." _And therapy, _she didn't add. _And I'm still an emotional wreck._

"I'm glad you're alive. Spider-Man was upset he couldn't save you, or…" Peter trailed off. He kept his gaze averted, and she wondered why he seemed to be taking Spider-Man's guilt upon himself.

"So you _do_ talk to Spider-Man."

Peter nodded. "That's why you wanted to talk to me, right? We're not real close; he lets me take his photos, and he'll sometimes tell me the real story behind what happens, not the libel you read in papers like the _Bugle._"

_The real story… Is he implying there's something about Otto that no one else knows? _She was almost afraid to find out. "I have to know about Otto," she said, her voice cracking. "If there's something you know that I don't, please, tell me. Even if you don't think I'll like it."

"Where do you want me to begin?"

"Do you know _why _he did it?" she asked desperately. "My Otto… My Otto wouldn't do anything like this! He's not a criminal!" She wanted him to tell her that this was all a mistake, that it wasn't Otto.

"He was trying to rebuild," Peter said. "He rebuilt the reactor, made it bigger. I think he robbed the bank to pay for materials. And he kidnapped my girlfriend to lure Spider-Man into a trap so he could trade Spider-Man for tritium. Everything he did was motivated by the need to rebuild – because the tentacles told him to."

"The inhibitor chip," Rosie said. "The actuators were programmed for the sole purpose of assisting Otto with the experiment, and with the chip gone, the AI would have been free to invade his mind." She shuddered; she'd begged him to find another way. The thought of Otto hooking another intelligence into his nervous system had frightened her. He'd assured her that with the chip, nothing could happen…

"Yeah; I'm assuming it shorted out during the accident, because right after that was when…" Peter fell silent. _When he went crazy, _Peter didn't finish. But he didn't have to. Rosie pushed her food around her plate; she'd lost her appetite.

"So they took over his mind, forced him to do things that hurt people, and Spider-Man had to kill him." Rosie's shoulders slumped.

"Spider-Man didn't kill him," Peter said, and for a moment, Rosie felt a surge of hope. _Is Otto still alive? _"They fought, and during the battle, Dr. Octavius received another electrical shock that shorted out the tentacles, long enough for Spider-Man to talk to the _real_ Dr. Octavius. The fusion machine couldn't be shut down, and Spider-Man asked your husband how to stop it. He fought the influence of the tentacles, and volunteered to do it himself, by drowning it in the East River. Even though it meant that the 'sun' would boil the river water, and that pulling it down would be suicide."

Rosie didn't know what to say. Peter continued. "He was a hero, even though none of the papers believed Mary Jane's accounts about what happened." Peter's voice was sorrowful. "He redeemed himself, in the end, but the papers didn't want the truth, just accounts of an epic battle between good and evil – or between evil and evil, depending on which paper you read."

"You're not making this up to make me feel better?" Rosie didn't dare believe.

"I swear, this is what Spider-Man and Mary Jane told me," he said seriously. "They have no reason to lie about it."

She studied him closely. He didn't look like he was lying. She nodded. "Thank you," she whispered. It didn't change what her husband had done, but it did ease the ache in her heart. Otto may have done terrible things under the influence of the actuators, but he'd died as the good man she had known and loved.

XXX

Darkness fell, though one would ever know it in New York. Long before sunset, the light of the sun had been eclipsed by the city's unnatural glow. The shadowed alleys were perhaps the only places in the city to experience _true _darkness. Even streetlamps dared not cast light upon whatever went on in those narrow passages. Only the homeless or petty criminals frequented the dark, claustrophobic canyons that cut through the city. They were the perfect setting for Otto's nocturnal haunts.

Otto wrapped shrouding black cloth more tightly about himself, wincing as the movement sent pain shooting through his skull. The headache had been building steadily for the last fifteen minutes, and the agony would have been blinding had he not already suffered from that condition. The actuators chittered worriedly from beneath the folds of concealing cloth, urging him to sever the camera link and let them take him back. Otto ignored their concern, and they eventually fell silent. Later, he'd hit a pharmacy and help himself to something that would dampen the pain. Now, though, he needed to ignore his pain, to find his limits. He needed to know how long he could last before the pain became too much for him, and how far he could push his battered body before it reached that limit. The months of convalescing had left him woefully out of shape, making his breath come faster and his muscles ache from the exertion.

The camera gave everything a bright, washed out look, and it lacked both depth perception and peripheral vision. Otto was still forced to reach out and touch to properly gauge distances. And there was a fuzzy quality to faces that made them difficult to focus on, unless he was close. It reminded him, strangely, of descriptions of angels: luminous, as if lit with an inner light, with vague features. If Otto were a religious man, he might have seen it as some sort of sign from God. He wondered what Rosie would look like to his artificial eye; perhaps she would glow brightest of all.

Otto slunk through the shadows, a dark shape in the blackness. Only the white of his mask picked up what little light ventured into the alley. He ran his gloved hand along the siding of the building to his left as he made his way to the alley mouth. He paused, considering his options as he peered out, leaning against the brick as he caught his breath. He'd reached the end of this system of alleys; should he return to his lab, or venture further? His skull pounded, and he knew he should go back. But he'd come this far…

Where was he? It looked like one of the wealthier districts. With vague surprise, Otto realized he recognized the area. When he'd set out, he'd chosen a direction at random, but somehow, he'd ended up close to the section of the city where his brother-in-law Michael lived.

The place where Rosie now lived.

His breath caught in his throat and his heart beat faster at the realization that she was so close. Another fifteen minutes and he could… he could…

He could _what? _See her? Now that he was so close to her, despair set in. Assuming he could get to Michael's building unseen – a process that would require him to cross a busy section of city unnoticed – he'd have to climb to the penthouse via actuator, which _would _attract attention in an area so densely populated. And then he'd have to slip inside, find whatever room Rosie was in because this late at night she'd surely be in bed, and then… then what? Watch her as she slept? Awaken her with a kiss? She'd take one look at his nightmarish visage and scream.

His shoulders slumped. He had to find a way to see her again, to ease the ache in his heart, but it couldn't be this way. _Why am I torturing myself like this? Why can't I just accept that she's lost to me? That she wouldn't want me anyway, now that she knows the truth? _Otto clenched his fists as a wave of loneliness made him feel weak. _I want her… I want her so badly… _

His thoughts were taking him down a dangerous path; if he pursued them, it would lead him along a downward spiral, down into the darkness inside of him. He needed a distraction, and he needed one now. He should go home; without the promise of Rosie at the end of his venture, Otto's agoraphobia began to reassert itself. He refused to let it control him… Well, the streets beyond this alley were lined with closed shops that would have been too upscale for him in his previous lives; perhaps he'd help himself to some of the merchandise. After a quick check to ascertain that no one was in the immediate vicinity, Otto detached himself from the shadows.

He wasted no time selecting a shop; he'd draw attention if he spent too much time looking. His choice was a leather store with several expensively dressed mannequins staring out at the empty street, their blank faces reminding Otto of his own masked features.

Otto followed the building around to its employee entrance, and, as they had during the robbery of the grocery store, the actuators disabled the door alarms. This was a better protected store, however; once Otto slipped in, he had to disable another alarm for the store itself, which shut down the camera positioned over the door leading in to the main room of the store. He'd been careful to keep the actuators out of its angle of view, and, though he wanted to smash it, he resisted. The camera was out of reach of a normal person, and he didn't want the police to realize the thief was anything but normal.

The scent of leather was strong, much more overwhelming than he remembered. It was the first time that Otto realized his senses were compensating for his lack of vision. It was a curious feeling, one he would explore when he wasn't in the middle of criminal activities.

His needs were simple; he needed a new pair of boots, as his own were becoming scuffed from the slow, shuffling walk he'd been forced to adapt when he felt his way around. And he wanted a new coat, something large enough to conceal the actuators, thick enough to keep him warm in the coming winter, dark enough to help him blend with the shadows. His own coat had been shabby before his immersion in the East River's boiling waters; after, it had become so damaged its only worth was to cover his scarred body. It provided no warmth, only comfort because of its familiarity.

Otto grabbed a long black leather coat that looked as if it would fit, and a pair of boots. He ripped open the cash register, though he didn't expect to find any money. Nothing; it had all been taken to the bank earlier. That was all right with Otto, since the robbery had had the desired effect: He wasn't thinking about Rosie. Otto bundled the coat and boots and vacated the store. Once he'd reached the safety of his alley mouth, and the adrenaline rush began to fade, the pain from his headache returned a hundredfold, and Otto staggered against the brick with a groan. Such was the pain that Otto gave in to the actuators, shutting down his link with the camera and letting them take him most of the way back to the lab, hugging the shadows to keep out of sight. They only paused once, to break into a small drug store. It was like driving a spike of metal into his skull when he reconnected so he could swipe headache medication.

When he finally staggered into his lab, he collapsed onto his couch without bothering to unwind the cloaking cloth from his body. But even as his head throbbed as if his brain would burst through his skull, Otto felt triumphant. He'd made it halfway across the city with no one seeing his face or the actuators. Better, he'd found he could overcome his agoraphobia, when needed.

Otto rested his head on the couch's arm; only when it made the camera dig into his eye did he realize he still wore the mask. He fumbled with it, yanking it loose, and as he cradled the cold plastic in his hands, his euphoria began to fade. Yes, he was overcoming his handicaps, but what was the point? There was no one to share his triumph with him. And even if he could regain a semblance of his former life, he couldn't do anything with it. He'd still be an outcast, exiled from society forever.

Even if by some miracle he and Rosie ever reunited, he couldn't stand the thought of her being forced to live this kind of life. His Rosie wasn't meant to be kept away from the world, shackled to a monstrous husband. _I know this. But why can't I accept this? Why can't I give her up? Why can't I just let her go?_

To Be Continued…

Grr… What's _wrong _with it? This chapter is bugging me, but I can't seem to fix it…


	7. Curt

Disclaimer: Spider-Man characters are property of Marvel. _Phantom of the Opera _themes belong to LeRoux.

Author's Notes: With this chapter, I set things into motion. Finally. I may go back and rewrite the end of chapter six, which has problems that bug me. Hopefully, this one won't be plagued with the same troubles. It's also got a new POV for this chapter; unplanned, but it solves some plot problems I was having. Good ol' Curt… As a result, this chapter ended up being longer than expected. It's like twice the length of all the others! So much for uniformity.

Huh. I just noticed that in this chapter, and in MBY chapter fifteen, Otto seems to be scarfing down a lot of painkillers… Great, why do I keep making Otto a pill popper?

_**Musique de la Nuit**_

_Seven – Curt_

The sun shone brightly, promising a scorching day, summer's last gasp before autumn finally overtook the city. Inside Otto's lab, however, it was perpetual twilight in the rooms he frequented. His silhouette was distinctive, and the numerous floor-to-ceiling windows on the lab's ground floor provided a blurry but adequate view of the lab's interior. So he'd closed the drapes over every window in the upper level, and for the most part avoided the lower during the day. When he did venture downstairs, it was with the actuators pulled tightly to his backside. His habits were changing, however; he found he was becoming nocturnal. Daylight revealed too much; Otto preferred the concealing cloak of night.

But the stabbing pain in his skull woke him earlier than he'd intended, and he sat in the gloomy living room rubbing his temples. He'd slept restlessly, his slumber plagued by images of Rosie. His desire to see her again was growing, rather than fading as he had hoped. How, though? Perhaps he could call her, lure her out somewhere. He was certain she wouldn't recognize his voice; his vocal cords had been damaged along with the rest of his body, and he couldn't raise his voice beyond the throaty growl he'd adapted during his short criminal career. It was a tone Rosie had never heard him use before. Maybe he could call her, saying he had some info about her husband, tell her to meet him somewhere where she was in the open, but close enough to some place Otto could conceal himself. He could watch her as she waited for an informant that never showed.

That was assuming Rosie was free to do as she pleased. Michael, he recalled, was protective of his younger sister. And Rosie wasn't the type who could be lured out by a stranger, not without at least someone to go with her. And then… Rosie might not care anymore. She might be so disgusted by what she'd read about him in the papers that she didn't want to know anymore. Maybe she wanted to put the past behind her, pretend that he had never existed so she could lead a normal life. If so, he shouldn't interfere. He just wished he had some way of knowing… To know, he'd have to watch her. To stalk her.

Dammit, if only he had a way of examining Michael's penthouse and the surrounding area! He'd never paid much attention before when he'd visited with Rosie, and his memory of the area was shoddy at best. He needed to do a reconnaissance of the area. But how? Even if he dared use the actuators, going out at night would reveal little. And if he went out by day, with the actuators hidden, he'd still attract attention. Anyone wandering a wealthy district dressed in black leather and wearing a mask would be considered suspicious.

No, there _was_ a way… but the mere thought of it made Otto's agoraphobia well up, and he felt like he was going to suffocate under its crushing force. He _could_ go there, in broad daylight… with no mask at all. Clad in his deteriorating green trenchcoat, with his hideous face revealed to the world, he'd look like one of the homeless that populated the city. Pedestrians would go out of the way to avoid him, as if he wasn't there at all. Oh, his face would draw more stares than the average bum, but he'd be unrecognizable as Dr. Otto Octavius. He could take the camera out of his mask, carry it in his hand, get to know the lay of the land.

His knees began to quake at the thought of being immersed in a crowd, exposed, completely vulnerable. There'd be whispers, audible to his sensitive hearing. And stares; invisible to him, maybe, but he'd _feel_ them, feel those disgusted gazes burning into him.

He heaved himself to his feet, gritting his teeth at the pain in his overworked muscles. The strenuous trip the previous night before had been more than he'd done in months. He lamented how out of shape he'd gotten during his convalescence; another change in his body he didn't want Rosie to witness. Otto stretched, taking care not to jostle his throbbing head. Would he even be able to go out?

Then he shook his head in disgust. He was trying to find excuses not to go out; he'd survived worse pain. This was nothing compared to the agonizing recovery from his burns. Was he really that frightened? _Yes, _he was forced to admit. _No excuses, _he told himself. He'd go out and find a way to see his Rosie.

Fear was just another obstacle between him and his goals. He _couldn't_ let it stop him. _"Nothing will stand in my way! Nothing!" _The words came back to mock him, and for the first time, he wished he were that man again. Anything would be better than this mockery of a life.

XXX

An hour before Rosie's dinner with Curt and his family, she stood before her dresser mirror, touching up her make up. She normally wore little to no make up at all, but the past few days had caused bags to form under her eyes, and her skin was a shade too pale. She was able to conceal the worst of it, but she still looked like something inside was eating away at her. She sighed and gave up, heading into her room to finish getting ready.

She was brushing her hair, the long strands still damp from her recent shower, when she heard voices drift through her open door, from somewhere within the penthouse itself. Familiar voices. Michael had come home early.

Her grip on the brush's handle tightened, and her hands shook with rage. She pulled the bristles forcefully through her hair, yanking it through a snag and ignoring the pain. She wasn't ready to face her brother yet. She didn't know how she could look him in the eye and not hate him for what he'd done. He'd _lied _to her, something he'd never done before. How could she ever trust him again? Rosie glanced down at the _Bugle _articles, trapped beneath the cracked music box. How _dare _he keep something like this from her? She listened to the voices, hoping that jet lag would send Michael and his wife into their room for the night, so she wouldn't have to see him until she was ready.

No such luck. Michael had seen the open door as an invitation to enter his sister's room, and she could sense him standing behind her. Slowly, deliberately, Rosie set the brush on the dresser's surface, refusing to turn and look her brother in the eye. "Hello, Rosie," her brother said, his tone uncertain as he picked up on her tension. "Is everything all right? Was-"

With speed that shocked even her, Rosie whirled, hand out, her palm striking Michael in the jaw. Before he could react, Rosie snarled, "You lied to me."

He didn't insult her by pretending not to know what she was talking about. Instead, his shoulders slumped, and he suddenly seemed to find the floor under his feet very interesting. "It was for your own good," Michael began. It was the answer of an older brother protecting his little sister, and it wasn't something Rosie wanted to hear. She snarled in frustration and shoved past him. She did _not _want to speak to him right now. She just wanted to go and have dinner with Curt and Martha, friends who would be honest with her.

Michael tried to grab her arm as she passed, but she jerked out of the way. "Did you think I wouldn't find this out? Did you think that I would thank you for keeping me away from husband?" she hissed. "I'm not a child, Michael, I don't need you deciding what's best for me!" She turned her back on him and strode through the penthouse, past a startled Lucy and Eve, and was out the door and in the elevator before Michael recovered enough to come after her.

She managed to make it to the ground floor, and was standing at the curb trying to flag down a taxi by the time Michael caught up with her. "Rosie! Wait!" he pleaded. "I'm sorry," he said, his voice sincere. "Rosie, I… I didn't want to keep this from you. I liked Otto; I respected him. But… Rosie, that man who killed all those doctors, who robbed a bank and nearly crashed a train… that wasn't your husband. He wasn't in his right mind. What if you went to him, and he _killed _you? I couldn't let that happen. I shouldn't have kept this from you this long, but I wasn't trying to hurt you."

"Maybe he wouldn't have killed me. Maybe, if he'd known I was alive, if I'd been able to just speak to him, I would have been able to get through to him. Maybe I could have stopped all this!" The thought had been tormenting her since she'd learned the truth. Could she have broken through to the real Otto?

Michael's gaze was downcast. "I know," he said quietly. "But what if he didn't even recognize you? He could have seen you as an obstacle and killed you. I couldn't take that chance, Rosie. I'm sorry it hurt you, but I did what I thought was for the best."

She knew in her heart that Michael had only been trying to protect her, but she wasn't ready to acknowledge that yet. "Just leave me alone," she said, as a taxi finally noticed her frantic arm movements and pulled up to the curb. Michael grabbed for her arm again, successfully this time.

"Where are you going?" he asked. Clearly, he still didn't trust her to leave without supervision, as if he still thought she were planning to duck into some empty alley and slit her wrists.

She was tempted not to answer and let him spend the night fretting. But she didn't give in to the cruel impulse; _she _wasn't going to hurt someone by withholding the truth. "I'm having dinner with Curt Connors and his family. _They _haven't lied to me," she said coldly. She wanted to say more, but the cabdriver was giving her impatient glances. She yanked open the door and slid inside. "Don't wait up for me," she said, slamming the door shut behind her.

XXX

The ever-present noises that made up the city's daytime atmosphere seemed overwhelming, and Otto fought the urge to cover his ears. It seemed as if he could hear every conversation within a block of him, distinguish every different tread of feet, even tell the difference between vehicles by the sound of their motors. Adding in his massive headache, only slightly dulled by the headache medicine he carried in one tattered pocket, and it was almost enough to drive Otto back to his lab and curl up under his blankets.

Figure in the reactions of the people who saw him, and Otto wanted never to leave his couch again. While most people avoided him as though he were the victim of a plague, others bullied the blind, homeless wreck, knowing he was a victim who couldn't complain. He'd been shoved, spat on, tripped… It had taken all his willpower to keep from unleashing the actuators and teaching these bullies a lesson they'd never forget. It was humiliating, taking their punishment without defending himself.

But it had been worth it, in the end. No one challenged his presence, as long as he didn't get in the way of the well-to-do people who populated the streets, and no one noticed the camera he clutched in his left hand, the wire running up under his sleeve and down to the harness. He'd been able to wander around, taking occasional breaks by ducking into a convenient alley and disconnecting the camera link to his brain to relieve the stress. It was during one of these breaks that he found something of use: One of the buildings overshadowing Michael's penthouse had a fire escape located on the side out of sight from the streets. If he climbed the fire escape, it would minimize the impact sounds of the actuators. He could climb to the top, position one of the actuators to watch, have the camera zoom… Rosie loved gardens. He could imagine her spending most her time on the rooftop garden. If he could catch her up there…

And then he heard it: a voice, loud, angry, and achingly familiar. He couldn't hear it well enough to make out the words, but there was no mistaking it. Rosie was nearby. _I need to hear what she's saying, _he told the actuators. _Increase sound pickup. _

The flood of sound made him gasp with pain, but it was enough for him to make out the words, even over the conversations of dozens of other people. It sounded as if she was speaking to her brother, and that she was furious. He'd missed most of the conversation, which was abruptly cut off, but he'd heard one name: Curt Connors. Otto wondered if he should pay his old friend a visit and, if he did, what kind of welcome he'd receive.

XXX

Curt jolted upright, his heart pounding. His gaze darted around the room as he sought the source of the sound that had awoken him. But the apartment was silent except for the rumble of thunder, heralding the approach of another storm. Even a decade after his return from the Gulf War as a wounded soldier, he still slept lightly and started into full wakefulness at any unfamiliar sound. It was a reflex that had kept many a soldier alive, but had proved to be a pain now that he led a civilian life. Now that he was wide awake, it would take awhile before he could get back to sleep.

Sighing, Curt disentangled himself from his blankets, careful not to disturb his sleeping wife. Since he was awake, he figured he might as well grade some homework. He grabbed his robe from his closet and headed towards the small living room, where he could work without waking his wife or son.

Something rattled the window. Curt paused, turning towards the offending window. Had a vibration of thunder shaken the glass? If so… why hadn't he heard any thunder just then? Curt cautiously advanced towards the window, peering out into the gloom. The window led out to the fire escape, making it the ideal entrance for any burglar who was determined enough to find a way to haul down the ladder from the lowest landing. But there didn't seem to be anyone outside his window, and Curt slid the pane upward to get a better look. Because it was an emergency exit, the window lacked a screen, and he was able to lean out. A quick glance showed nothing above, and below-

The breath was squeezed from his lungs as something wrapped around his torso, and he was yanked upward with bone-jarring force. He couldn't even find the breath to scream… He was dumped unceremoniously on the cold stone roof, and he lay for a moment gasping for air. As soon as he was able, he rolled on to his hand and knees, searching for whatever had grabbed him. What he saw froze the blood in his veins and stilled his hard-won breath.

It was crouched on the cornice of the building, a dark, humanoid silhouette against the dark velvet night sky. Darkness flared outward around it like wings. Its face was pale and featureless, except for one glowing red eye, and it seemed to have a long, skeletal tail that was folding back under its cloak… But then he caught the faint gleam of _metal _come off those vertebral bumpsand Curt saw the being in a less fantastic light. That blank face was a mask, and its 'wings' were the ends of a trenchcoat, whipped back by the strong wind that was prelude to the coming storm. And that tail… was one of four identical metal appendages concealed under the coat.

The truth sank slowly in, only slightly less frightening than his initial impression of some horrifying creature of hell. "Otto?" His voice was the barest of whispers. Despite what he knew of his friend, and the added knowledge of what Rosie had told him over dinner, Curt couldn't suppress the fear of his friend's sinister countenance. He'd _seen _the demolished surgery; he knew what those machines of Otto's could do when provoked… "Is that you?"

"Hello, Curt." The voice that answered was barely recognizable. He'd never heard his friend use that low, throaty growl, even when he was angry. "I'm sorry if I frightened you." He didn't sound contrite; indeed, that harsh voice showed no emotion at all. Curt didn't know what to think. This seemed to be his week for dead friends coming back to life. If he came home tomorrow and found the dog he had as a child waiting for him at his door, he was going to check himself into a mental institute.

Curt swallowed. "What do you want, Otto?" he asked, fear giving his voice a tremor. Somehow, he didn't think this was a casual visit.

"I'm not going to hurt you," Otto said. There may have been a slight softening to his voice, but Curt couldn't be sure. The fugitive scientist shifted position so he was sitting on the rooftop ledge, coat and actuators dangling over the side. The red glow in his mask faded, leaving two dark, empty eyeholes. "I know they were a little rough, but… Curt… I'd never intentionally hurt you." No mistaking it this time; there was some emotion in his voice, garbled, nearly unidentifiable. Was it sadness? "I just… I want to know about Rosie. I know she visited you today."

Curt felt a thrill of fear. Had Otto been _spying_ on him? "You know Rosie is alive?" he asked. "I only just found out a few days ago. She came to ask me about you. She wanted truth untainted by the press. It seems her brother has been keeping her in the dark." The words came out rapidly, almost blending together, in his haste to appease his friend. Otto wasn't the man he remembered; he'd have to tread carefully lest he set the scientist off. God, he _hated _feeling this wary around someone who had been his best friend!

Otto nodded, did nothing to reveal what he was feeling. Curt wished he could see Otto's face, to know what was going on in that keen mind. Why was he wearing that mask? "How is she? She looked okay, from a distance…" Otto trailed off.

No, Otto hadn't been spying on Curt – he'd been watching Rosie. Curt wondered how long this had been going on, and why Otto hadn't approached his wife. "She's healing," Curt said. "Like I said, I only found out she was alive a few days ago, but from what she's told me, she was really bad. She almost died, and she has some nasty scars around her throat. It's a wonder that she can speak, really. And she didn't come out and say this directly, but she hinted that she almost committed suicide."

"Oh, Rosie," Otto whispered, his voice nearly lost in the roaring wind. His head slumped down, the first obvious sign of emotion. Only then did Curt finally accept that Otto wasn't here to harm him, that he was still, deep down, the same Otto Octavius who loved his wife deeply, even more than he loved science, even more than he loved life itself. He'd told Curt once that she was his reason for living, and Curt suddenly wondered if she was why Otto was still alive now…

"Finding out you're alive will go a long way towards healing her," Curt began.

"No!" The ferocity in his voice stunned Curt. "She can't know… I don't want her to see me like this! She's better off thinking that I'm dead."

"But…" Curt began. "Otto, she knows everything. She even knows that you willingly destroyed the second fusion device."

Otto was silent for a long moment. "How…?" he began. Then, "No, that's not important. Rosie may know the truth about what happened, but I'm a monster. She'd never accept me now." This time, there was definitely anguish in his voice.

The wind picked up further, and Curt pulled his robe more tightly around him. He could smell the clean scent of rain in the air, amidst the polluted odors of the city. "You're not a monster, Otto," Curt said. He tried to put as much conviction in his voice as he could, but even he could hear the doubt in his tone.

"No?" Otto held up one gloved hand and began to peel the leather from his skin. He held up his exposed hand towards Curt, who couldn't suppress a gasp. There were only four fingers on the hand, with a small bump where the pinkie had been. The flesh across his hand was taught, puckered, and in some places, melted like candle wax. "I was immersed in boiling water," he said quietly. "My entire body is a mass of scar tissue. I… I _look _in the mirror, and what looks back is unfamiliar. A freak. A _monster. _I disgust me, Curt… And if Rosie were to look at me with that same disgust and horror… I couldn't take that, Curt. It would kill me." He pulled the glove back on, hiding the maimed digits.

"And yet… I need to see her," Otto continued. "I need your help, Curt. I don't want her to see me, or even know that I'm alive, but I have to see her!" His voice was desperate. "You're my only friend… please, help me to find a way to see her!"

It nearly broke Curt's heart to see his friend so alone, so desperate that he'd do anything to just to glimpse Rosie. "I'll see what I can do," Curt said. "I can't help you now, but if something comes up…"

"That's all I ask," Otto said. A crack of thunder, louder than any previous, made both of them jump. "I shouldn't keep you out any longer," he said, and one of the actuators slipped out of his coat, a long metal 'tongue' sliding from its throat to wrap around Curt. "Contact me at my old number," he said, as Curt stifled a cry at the actuator's cold touch. "And promise me you won't tell Rosie I'm alive."

"I promise," Curt said, as Otto went over the side of the building, the actuators clinging to the fire escape. "But, Otto," he tried to say as the actuator deposited him by his window. A fat drop of rain splashed against his face, signaling the start of an intense downpour. "Otto!" he tried again. The fugitive scientist had already descended several storeys, and probably couldn't hear him over the pounding rain. "Rosie would love you no matter how you look," Curt finished softly.

To Be Continued…


	8. Trust

Disclaimer: All Spider-Man characters are property of Marvel. _Phantom of the Opera _themes belong to LeRoux. Only the prose is mine.

Author's Note: This chapter and the next has a fan art that goes with it, courtesy of Lonely-Invisible at my request for being her 2,000th page view. If you'd like to see it, go to my dA page and find the link. I really, really wish that allowed links in stories!

_**Musique de la Nuit**_

_Eight – Trust_

Trust was not to be given lightly. It was a gift that could used against the giver, breaking hearts and destroying lives. Otto had always been careful who he let get close to him; his intelligence had always drawn close to him those who sought to exploit it. The number of people that Otto could trust before his accident could be counted on his fingers. After the accident, that number had severely diminished. Now, there was _no one _he could trust. So why had he gone to Curt Connors? What had compelled him to speak to someone who had been part of his former life, someone who might not want anything more to do with him? _Why _had he told Curt where he was hiding out?

The police hadn't been waiting for him at his lab when he'd finally returned, so Curt hadn't immediately informed authorities. But Otto was taking no chances; he couldn't spend the day in the lab, waiting for the ax to fall. Maybe Curt was waiting until Otto had been lulled into a false sense of security before calling the police. Maybe he had even informed the papers.

Or maybe Curt, good old reliable Curt, could still be considered a friend. Otto didn't dare hope this was true. Everyone else had turned their back on Otto after his accident; why wouldn't Curt be the same? _I was a fool, _he agonized. _You're the only ones that I can trust, _he thought to the actuators, which curled around him with pleasure. They made soft squeeing noises, and Otto suppressed a chuckle at this show of delight at his approval. At their gentle urging, he decided to worry about his encounter with Curt later. If Curt had betrayed him, he'd correct his mistake.

Otto shifted position, and a soft rustling, almost like a whisper, accompanied his slightest movement. Broken edges of branches dug into his bare skin, tracing bloody lines in his rippled flesh, but the pain was only a vague annoyance. His chosen hiding place was a wide hedge that surrounded the rooftop garden of the residential building that overshadowed Michael's penthouse. Unlike the garden visible below him, this was a private garden, fenced in on all sides, except for along the two-foot-high wall lining the building's edge. Under the cover of darkness and navigating blindly, shortly after his visit with Curt, Otto had clambered up the fire escape, walking up the stairs when the actuators sensed someone moving within the apartments he passed. He had circled around to the hedge and, using the actuator blades, carved a little niche for himself inside the hedge. It was the perfect spot; the shade protected his sensitive skin from the sun as well as hiding him from any passing arachnids. It was also cooler under the interlocking branches, though he'd had to pull off his mask as sweat streamed down his scarred face, and then his leather coat as the noonday heat threatened to cook him. It made an excellent bed, and he'd spent the morning hours asleep. One of the actuators, threaded through the hedge so it couldn't be seen, was keeping an eye on the garden below. If Rosie came out, it would alert him.

For now, though, he enjoyed the tranquility of the garden around him. Because it was a privately owned garden, it had a greater variety of exotic flowers, and the heady scents reminded him of the intoxicating perfume Rosie had worn when they'd first begun dating, and of their walks through Central Park, and that visit to the arboretum all rolled into one. Otto was almost glad he had no sight; there was nothing to distract him from the wealth of memories triggered by the scent. He traveled the world of his memories, for the first time forgetting the agony of the past few months.

_Rosie… _She was at the center of his best memories, for even the simplest moment spent with her surpassed even the joys of scientific breakthroughs. The greatest moment of his life had been that day she'd walked toward him down the aisle, white flowers strewn in her hair and the scent of roses coming off her skin. But her real beauty had come from the glow of happiness that seemed to surround her. In comparison he'd felt awkward and overdressed. How had someone as homely as he gotten so lucky? He'd seen the man she'd rejected for him – a man any father would be proud to have as a son-in-law. This had weighed heavily on his mind, and he'd stumbled over his vows as, for the first time in his life, his brain refused to work and he'd been left tongue-tied. Then Rosie had given him an encouraging smile, a promise of a wonderful life to come, a life spent together… And then the words had come pouring out, the vows and so much more. He'd even quoted T. S. Eliot to her, despite his general dislike for the poet.

And after the wedding… Otto's lips curled into a smile at the memory. _That _was a night he wouldn't ever forget, either. The floral smell of her perfume and the flowers still twined in her hair, the feel of her soft flesh beneath his strong hands, the taste of her lips… It had been dark in their hotel room; there was no sight tied to this memory, which somehow made it all the more vivid.

These memories were all he had left. How long, he wondered, before sight faded from all his memories? He'd heard of that happening with the blind, a failure to remember what certain colors looked like, an eventual forgetting of faces… Would that forgetting erode his memories until he had nothing left? He had vision, of a sort, but it wasn't true vision. They weren't _his _eyes, and the flat, washed out camera vision was unlike his own. Any new memories of her would reflect this. Was that why he craved Rosie's touch so much, even though he'd resigned himself to never having her again? To create new memories, memories of scent, of sound, of touch, memories that weren't filtered through a machine? That wouldn't fade away with that loss of color?

Otto couldn't let himself forget. He wouldn't dishonor Rosie by pretending his life with her never existed. He'd come here as often as necessary to glimpse her… and maybe, somehow, get a little closer…

XXX

Sitting sullenly in a bedroom might have worked for Eve, Rosie thought, but for a grown woman, it wasn't all it was cracked up to be. Ever since Michael had returned home the previous day, Rosie had gone out of her way to avoid him. It was easy while Michael was away at work, but now that he was home for the evening, Rosie had hidden herself away in her bedroom. Her air-conditioner-free bedroom… Even with the windows open to admit what little evening breeze there was to be had, the room was stifling.

Rosie set aside the copy of the _Daily Bugle _she'd picked up that morning, which had, with its usual rants against Spider-Man, an amusing article about a robbery that had happened only a block or so away. The thief had taken out the surveillance system, but not before the camera caught an image of a swirl of black cloth, contrasting sharply with a pale mask at its center. The _Bugle _had whimsically referred to the thief as the 'Phantom of New York.'

Her glance strayed over to the music box on her nightstand, a gaze obscured by a haze of sweat. She rubbed her eyes with the back of her hand before reaching out to stroke the warm porcelain. _Forget this; I'm not going to stay in here just because of a temper tantrum. _She gathered up the book she'd been reading, a sheet, and her music box and headed up to the rooftop garden. Her path took her past Michael, but her cold look forestalled any greeting.

The garden was open to all of the building's tenants, though it was deserted more often than not. It made the perfect place to escape, if one didn't mind the baking heat of the sun. At least the breeze was unobstructed, and the sole building that rose above her brother's was positioned between her and the setting sun, casting a long, cooling shadow.

Rosie shifted the lawn chair to better take advantage of the shade, then settled down to read. She wound the key to the music box, letting the slightly discordant rhythm soothe her. It didn't take long before the heat and the sweet melody lulled her to sleep.

XXX

Otto hadn't shifted from his sprawled position, despite the instinct to hang his head over the side to see. He watched Rosie through the sentinel actuator, savoring the simple sight of his wife reading, possibly a book of poetry, or one of those literary classics she was so fond of. The camera zoomed in, enabling him to see her as clearly as possible through the camera. Even with the slight distortion, she was beautiful, and his heart ached to see her. She seemed to be close, and he fought the urge to try to reach out and touch her.

Time passed. Still, he couldn't take his 'eyes' from her. The sight of her was intoxicating, and made him crave more… But he held himself back, with a strength of will he hadn't known he'd had. His only movement was to fish out his headache pills from his coat pocket when the pain returned full force. He refused to ease the pain by severing the camera link. He didn't want to miss a moment of Rosie.

Night fell. He could feel it in the cooling of the air against his skin and in the change of the rhythm of traffic below. And still, Rosie stayed out where he could see her. She hadn't even risen to flip on the garden's lights. _She's asleep! _Otto realized after a moment. And no one had come out to wake her. A quick heat scan showed three bright, motionless blurs of color within the penthouse; it seemed everyone had gone to bed. No one was going to awaken his sleeping wife. He remembered the end of the argument he'd heard the previous day; perhaps Michael was giving her space. Otto smiled in remembrance; Rosie's temper could be fierce when roused.

Watching his wife's peaceful slumber, an idea began to take form. Only one building was tall enough to observe the happenings in the rooftop garden below, and the only place where one could get a clear view was in the garden that currently concealed Otto – assuming one could see over the hedges. Plus, no light from this building shone down on the garden, giving it a twilit appearance, rare in a city that was never dark. She was right there, unguarded, unaware… what harm could it do to touch that soft hair, or brush his fingers lightly against her skin, or to breathe deeply of her scent?

A voice in the back of his head told him this was foolish, dangerous; he didn't know if it was his conscience or his actuators, but the prospect of being with Rosie clouded his judgment. Otto fixed the mask to his face and pulled the leather coat over his pitted flesh, and perched like a gargoyle atop the narrow stone wall. He scrabbled along the wall, seeking the best place to make his jump. The building was high enough that he should be able to land in the garden below, which would, hopefully, cushion his landing enough to cover the sound of the impact. Before he made his leap, one of the actuators stretched towards a rose bush that had caught Otto's eye earlier. The scarlet petals were the color of freshly-spilled blood, and the shape of each flower was perfect. The bush was clearly the pride and joy of the one who owned and tended the garden. The actuator plucked one of the flawless roses and, with the help of its twin, scraped the thorns from the stem. Otto took the flower in his hand, then poised to leap. The actuators reluctantly coiled, then straightened with a snap, launching him over the wide gap between the two buildings.

Swiftly, the actuators curled under his coat, but not before admonishing him to be quick. They didn't approve of the risks he was taking, but they couldn't understand how he felt. They'd never know this pain of separation, as though he'd lost half of his soul – the better half.

Otto glanced around, wary observers or possible ambushes by vigilantes, but his leap and subsequent landing had gone unnoticed. Even Rosie hadn't stirred at the soft _thump. _Otto strode softly across the green-brown grass that carpeted the rooftop, wincing as the dry blades crunched underfoot. In the near darkness, the garden had an almost magical air. It was as if he was no longer in the middle of one of the busiest cities in the world, but in a fairy tale meadow, going to wake the sleeping princess…

The fantastic turn of his thoughts amused Otto. He hadn't thought about fairy tales since he was a very young child.

His heart pounded loudly in his ears as he came within touching distance of his fairy princess, sprawled inelegantly across a faded green patio chair, her hair a wild tangle around her beautiful face. To the camera's eye, she seemed to glow, as if lit from within, further enhancing the ethereal quality. Entranced, Otto stared down at her, watching the rise and fall of her chest, clear proof that she truly was alive. After a long moment of basking in her presence, Otto pulled of the glove of his right hand and, ignoring the voice in his head that was screaming at him to run, he delicately brushed a strand of hair away from her face. The heat of her skin seemed to warm something that had been cold inside of him, and he couldn't stop himself from running his fingers along the line of her cheek, down the hollow of her throat, tugging at the scarf knotted loosely around her neck…

The pale tracery of scars decorating her throat made him gasp. Rosie, his Rosie, had been marked by the accident that had ruined their lives. He couldn't suppress a groan at the realization that these imperfections, which she'd obviously thought were ugly if she'd been trying to hide them under a scarf, were all his fault. _I'm so sorry, _he wanted to whisper. He had to get out of there before he hurt her again… before he ruined her as badly as he himself was.

He carefully replaced the scarf and was about to draw his hand away when slim fingers wrapped around his wrist. Otto gasped and jerked his face towards Rosie's. _No… this shouldn't be happening… _Wide, startled eyes met his own crimson gaze – Rosie was awake!

To Be Continued…

Sorry to leave you hanging here… I had a whole other scene planned for this chapter, but I had to push it back. Exams are coming, and I don't have time for anything more between my study breaks.


	9. Dream

Disclaimer: All Spider-Man characters are property of Marvel. _Phantom of the Opera _themes belong to LeRoux.

Author's Note: And here I continue with the chapter so rudely cut off last time. You've all made it very clear: you _didn't _appreciate the cliffhanger. LOL. Oh, well. I'm not going to promise never to do it again, just to warn you. And Rosie's dream, here, is based a bit off a dream that I had. It wasn't a _good _dream… And I just learned something exciting. April of next year, _The Phantom of the Opera _musical is coming to the auditorium on campus! It's going to be right here, where I can see it!

_**Musique de la Nuit**_

_Nine – Dream_

Her sleep had been plagued by the same images ever since she'd woken to find her entire world had changed. For months, she had been haunted by confused images of a glowing sun and shards of flying glass, their jagged edges prismatically catching the gleam and transforming into drops of rainbow – drops of a shattered rainbow that cut through the tissues of her throat as precisely as any surgical instrument. Her terrified scream, so abruptly cut off, still echoed in her ears. At this point, the vivid dream-memory usually transformed into surrealistic nightmares of Otto's death, her subconscious coming up with a myriad of terrible deaths for her beloved since she'd had no memory of how he'd died. These horrifying images would make her awaken in a cold sweat, and linger in memory for the rest of the day. And then she'd learned the truth about Otto and his terrifying change, and ever since, her dreams had become far, far worse for the knowing. Lately, she'd dreamt of Otto writhing in pain, bound in thick, rusty chains slick with blood, slowly being flayed to death by his tentacles. And these weren't the sleek, streamlined scientific tools she'd seen him create, but limbs of desicated flesh and exposed bone, their razor tips dripping with blood…

But this time, before the dream could take that turn for the worse, a soft touch at her throat pulled her from that dark path. The feather-light caress could have been the capricious wind, but the warmth where another's flesh had come into contact with hers proved it wasn't the fault of an errant breeze. Rosie opened her eyes slowly, still too caught up in her dreams to feel any alarm at this unexpected touch.

And even when she saw what stood over her, she didn't feel panic at this unexpected intrusion. The inky black silhouette, broken only by the curve of a pale mask with a single smoldering red eye, was something straight out of a dream, if not one of the dreams that had dominated her slumber so often recently. She met that crimson gaze boldly, and the figure began to back away. "Wait," she whispered hoarsely. She had the feeling his presence was all that held back those images of her husband in torment, and she was in no hurry to return to that nightmarish phantasmagoria. "Don't leave."

The figure stilled, and its gaze seemed to bore into her. Yet, despite its frightening countenance, she didn't feel threatened. In fact, there was something almost tragic about the masked figure before her. Rosie glanced around, noting that, rather than being in some fantastic dreamscape, as she'd half expected, she was atop the roof of her brother's building, in the garden. But it was darker than she'd ever seen it, with only the glow of the city below providing any light. The velvety darkness and the coolness the night brought with it were welcoming after the oppressive heat of day, and Rosie didn't want to awaken into reality.

She stood, feeling a twinge in her muscles as she stretched her legs, wondering distantly why she was feeling _pain _in a dream. But the twinge faded, and she took a step towards her masked visitor, hand extended. She didn't quite know how or even why she was going to greet this mystery man, but it was a dream, and she would play along with it to the end. Anything that wasn't a vision of her husband in agony was worth extending. "Hello," she said softly. Even though she couldn't see him as more than a vague shape, she could sense his tension, his fear. If she pushed him, he'd flee.

He shrank back from her hand, and she let it fall. To cover for this, she studied him carefully. What she'd initially taken for a flowing cloak was in fact a trenchcoat, leather, judging by the soft gleam off the surface, though she couldn't tell its color. The mask completely obscured his face; with the coat's front buttoned and the collar turned up, none of the man's flesh was visible. Only his hair, dark and thick with a slight wave, was exposed to the night. In his gloved left hand he clutched a rose by its stem, and even from here, she could scent the sweet odor the flower gave off.

Her eyes strayed towards where her music box sat beside the lawn chair, the miniature Phantom surmounting the top barely visible. _Of course… _A small smile tugged at the corner of her lips. The music box… The _Bugle _article… The fond remembrances of dragging her husband to see the musical… Was it any wonder she was dreaming of a Phantom to save her from herself?

Without quite knowing what she was doing, she reached out and seized his hand in hers. He started, and she could feel him tremble under her fingers. But he didn't pull his hand away. His hand was uncovered, and beneath her fingertips, she could feel smooth skin in peculiar ripples, and he was shy a finger. It was as if beneath the layers of clothing he was only half-formed; sculpted into vaguely human shape but left unfinished. Perhaps he hid his face because he had none. She wondered at her imagination's reluctance to fill in details when her previous dreams had been so vivid.

She twined her fingers through his. With his other hand, he held up the rose, delicately placing the stem behind her ear. Velvety soft petals brushed her skin. He pulled his hand away slowly, reluctantly, drawing his fingers down her cheek in a delicate caress before breaking contact. The touch sent shivers through her; not fear, but something else. There was something about the touch. Something… familiar…

"Wait," she said, caught up in the moment. She bent down, winding the knob of the music box. The soft, haunting melody of "Music of the Night" filled the air, and she took her mystery man's hands in hers again, bringing him close. "Dance with me," she whispered. He went rigid, and she feared that he was about to turn and run. But then he gave in, moving with her. He wasn't graceful, but he didn't put a foot wrong, either. Again, she felt that feeling of familiarity. She'd known another who'd danced like this. It felt so comforting, being in his arms. Like coming home again.

As the song reached its conclusion, her partner spun her out, then back into his arms, so her back was pressed against his chest. His arms wrapped around her, and he rested his chin on her head. Only one man had ever held her this way. _Otto… _If she closed her eyes, she could imagine her dream visitor was her husband.

She would have been content to spend the rest of her dreaming hours in this comforting embrace, but something intruded on her bliss. A soft sound, a gentle _click-click-click _that sounded almost metallic. Rosie's eyes shot open, just in time to catch a glimpse of something moving in her peripheral vision. Her visitor pulled away, and Rosie spun around, not knowing what to expect.

What she saw was… nothing. Her mysterious visitor had vanished back into the night from whence he'd come, and she felt a sense of loss. It was just a dream, and he'd just been a figment of it, an amalgamation of her memories of Otto, her thoughts about _The Phantom of the Opera, _and fragments of other men she had known and imaginedMaybe she'd have the dream again, on another night. Or maybe she'd never see him again…

She felt foolish, getting this distraught over a dream. _Just a dream…_

She settled back on her chair, holding to this thought. _Just a dream… _She drifted into a dreamless sleep, with the sweet smell of roses filling her nostrils. When she awoke several hours later, _truly _woke, she'd wonder why she still had a rose in her hair…

XXX

Otto clung to the side of the building, actuators outstretched like massive spider legs, and trembled uncontrollably as he replayed the events in his mind. He'd seen Rosie, he'd _touched _her, even. He was warmed by the contact as a dark, empty void deep within him was temporarily filled. And she hadn't been repelled… of course, she'd thought the encounter was a dream, and it would be for the best to let her continue to believe that. But he would cling to the memory, savor it in his darkest hours. For a brief time, she'd been his again. For a brief moment, he hadn't been a lonely, miserable outcast.

If only he could have stretched that moment to last an eternity… _She's still up there… I still have the chance to whisk her away. _He could do it, too; in her current state of mind, she wouldn't fight him. His resolve wavered, and he almost commanded the actuators to take him back up. And then he dispelled his fancy with a bitter laugh. _Whisk her away to a life with a hideous monster of a husband and keep her locked away from the rest of the world… She'd hate me for it. _I'd _hate me for it. I could never do that to her. _His moment of indecision over, Otto began his descent. It was slow going; he wanted to make no sound, so the actuators had to feel out handholds rather than make their own. And he felt painfully exposed. He half-expected the webslinger to swoop down and challenge Otto to a fight. It would all be worth it, because he'd held his Rosie in his arms again…

In fact, he half hoped that Peter would come. Drunk as he was on the moment, Otto felt like he could take on the world. Even the ever-present migraine couldn't dampen his euphoria. As the actuators brought him to ground level and carried him into the safety of the closest alley, he began to laugh.

But the temporary high didn't last. A few steps into the deep, all-encompassing shadows of the dank alley, his laughter changed. It was a sad, bitter sound that threatened to turn to sobs.

To Be Continued…

All right. I know. It was _evil _of me to make Rosie think that their encounter was all just a dream. But I promise you that their reunion is coming up. It's so tantalizingly close… I can't wait to write it. And sorry it's short, but this _was _originally intended to be part of chapter eight.

And, because I know someone is going to ask this at some point: Why hasn't Spider-Man come after him yet? Well, many of the times Otto has gone out, it wasn't for any criminal activities. Peter's senses weren't triggered, so he didn't come after Otto. And as for Otto's crimes, he pulled them off very, very late at night, and even Spider-Man has to go to bed sometime.


	10. Masks

Disclaimer: Spider-Man characters are property of Marvel. _Phantom of the Opera _themes belong to LeRoux.

Author's Note: One of the most famous scenes in _Phantom _is the masquerade, and I knew that I'd have to work something like that in here, somehow, because it would just be too much fun not to do. And this chapter's going to jump around a bit, time-wise. It takes place over the span of a week, and I couldn't really think of any other way I could do it. There might be a slight delay in the next chapter of _Moonlight Becomes You, _just to warn you all – I've hit a wall, and I'm working through it.

_**Musique de la Nuit**_

_Ten – Masks_

Curt hadn't been able to sleep well since his encounter with Otto. Their conversation had been friendly enough, but Curt couldn't help fearing that Otto would have a change of heart and destroy the one person who knew he lived… Or maybe Otto would have been sighted and the police would get wind of the fact that Doctor Octopus still lived and come after him, and Otto would blame Curt and come after him… He didn't know what Otto's state of mind was like. The scientist could do _anything._

He'd seriously considered telling the police where Otto was hiding. Not to hurt his friend; he didn't want to see Otto harmed, even after all the other man had done. They could give him the help he needed, give him the chance to lead a normal life. Or as close to normal as it could get. Otto would never have what he'd had before the accident. But maybe, if Curt told the police, he could then tell Rosie…

But no… He couldn't do that to Otto. If he turned his friend over to the police, Otto would undergo a painful, possibly crippling operation that might ruin him mentally as well as physically, if Rosie was right about the mental link between Otto and the actuators. And then he'd be tried, with the result of either being found guilty and sent to prison, or be found to be insane and end up in a mental institute. If he was ever released, he'd be a changed man, broken, ruined. And Curt just couldn't do that to his friend.

He'd managed to dissuade himself out of one course of action, but he was still warring with himself over the other. Otto had pleaded with him not to, but could he tell Rosie? _Should_ he? He'd been friends with her for almost as long as he'd been friends with Otto. He knew her almost as well as he knew his own wife. She wouldn't care how badly her husband was physically scarred, no matter what Otto thought. She'd just be happy to see him! Was there another reason that Otto didn't want Rosie to know? Maybe he was afraid of hurting her. Or maybe there was something more… Curt groaned and ran his fingers through his hair. He didn't need this! He should just tell Rosie, let _her _worry about this. Then there'd be no more sleepless nights.

Curt still hadn't made up his mind when the door before him opened. He'd cancelled his class for the day, a move certain to endear him to his students because it delayed their first exam, and had decided to drop in on Rosie. He'd hoped to have decided what he was going to do before he was in the woman's presence, but the internal debate was still raging. The sight of the housekeeper standing in the doorway startled Curt; he'd thought Rosie would be home alone. This would make things more awkward. The woman eyed him curiously, and Curt quickly introduced himself and asked to see Rosie. The housekeeper nodded and beckoned him inside.

Once Curt crossed the threshold, he froze. He'd known that Rosie's brother Michael was rich, but he'd never actually met the man, much less been in his home, and the spacious interior with its expensive décor floored him. _Wow… _It was beautiful, but it lacked the comfortable atmosphere that Rosie and Otto's home had had. Curt was afraid to _breathe, _lest he somehow sully some valuable piece of art. No wonder she seemed frantic to escape. Living here would drive anyone nuts.

"Curt!" Rosie's voice was welcoming; the only warmth in the museum-like environment. The housekeeper had vanished off to do who-knew-whatever task required her attention, leaving the two of them alone. "What are you doing here?"

Curt glanced around. "I don't know," he said weakly. "Feeling hopelessly out of place. I didn't know you lived in a place like this!"

"Don't worry. I feel hopelessly out of place, too," she told him. "Why don't you come into the den; I think we'll be more comfortable there." She led him into a small room out of the way, one which was furnished with worn leather chairs and had walls lined with book shelves. It looked exactly how one was supposed to imagine a den to look. Curt immediately felt better. He smiled slightly as he wondered how Otto had felt in a place like this… Family visits must have been nerve-racking for him.

"Want anything? Tea? Coffee?" Rosie asked. Curt shook his head and mumbled a thanks. "So, what brings you here? Don't you have a class today?" Rosie sank into the chair across from him.

He wasn't ready to tell her the truth yet. "I had an appointment earlier, and I didn't feel like facing my students. So I thought I'd see how you're doing. Is everything all right, Rosie? How are things with your brother?" This wasn't a lie; he genuinely was concerned for her. When they'd last spoken, she'd been so furious with her brother, she hadn't stopped shaking throughout the entire meal. "If you'd like, you could come stay with us until you work things out. Martha said she'd love to have you."

Rosie sighed. "It's all right. I… I understand why he did it. I just wish he hadn't waited to tell me, waited until I found out on my own…" She grimaced. "He's trying to make it up to me. He offered to hold a big party and invite friends and family to show everyone that I'm alive. It's his idea of a way to make it up to me. Some gesture, huh?"

"A party?" Curt asked. "Not what I'd do, but it could be fun. It'd be an excuse to avoid your brother and be with your friends."

"You don't know Michael's idea of a party. It wouldn't just be a few friends with beer and pizza – Michael can afford to hire musicians and gourmet foods. You know, ice sculptures, swans made out of sugar, et cetera. Think a small-scale royal ball."

Curt's eyes widened, partly from surprise, and partly from the thought that had just occurred to him. "I can't imagine going to something like that. I'd feel even more out of place than I do now."

"Tell me about it," she said. "It wouldn't just be my friends, Michael's would be there, too. My friends tend to be academic, his wear suits that cost more than most academics make in a year. The party's atmosphere would be uncomfortable, at best."

It was the perfect opening, and Curt seized it. "Unless it was a masquerade," he suggested slowly, as if the thought had just come to him. "If everyone was in costume, no one would be able to differentiate the academics from the businessmen – until they spoke, of course." Better yet, no one would be able to pick out the _criminal_ among them. If Otto were there, if he could see Rosie, he might decide on his own to reveal himself to her, saving Curt the trouble of betraying his friend.

"A masquerade?" Rosie's eyes lit up at the thought. "I haven't been to one of those since Norman Osborn threw one and invited Otto." She chuckled at the memory. "It might be fun," she said a little wistfully. "Would you come?"

A masquerade wasn't Curt's idea of fun, especially not with so many of New York's prominent businessmen attending, but there was a pleading look in Rosie's eyes. She wanted him there for moral support. "Of course. I wouldn't miss it."

"Great," she smiled. "Maybe I will enjoy this, after all."

Curt smiled inwardly. _You have no idea, _he thought.

XXX

_Why do I do this to myself? _Otto was sprawled across the couch, blind eyes staring into blackness as he relived the events of the night before. He'd taken risks, and had almost gotten caught. He'd been lucky Rosie had thought everything to be a dream. What if she hadn't? What if she'd recognized him? What if she'd taken off his mask and seen what was beneath? He agonized over his foolishness. Why couldn't he let her go? _Why?_

Because he had no will power when it came to temptation. He never had been good at denying his cravings; if it weren't for long stretches of working in the lab with no thought for food or drink, he'd never have been able to keep his weight down. And Rosie was a craving he didn't want to deny. He could no more keep away from her than he could deny himself food or water or air. He'd continue to watch her, be her guardian angel looking after her from afar. _Only _from afar; he couldn't take the risk of seeing her again. He only hoped he could keep his vow.

The phone rang, its shrill sound startling Otto. No one had called since he'd moved back into his home, not even a soliciter – which was a good thing for them, because if someone had dared to call to offer him better long distance service, Otto would have hunted the unfortunate salesperson down and eviscerated them. He slowly got to his feet and felt his way across the room to where the phone was mounted on the wall. He didn't answer it, however, choosing instead to let the answering machine pick it up. An emotionless electronic female voice sounded after the fourth ring, asking the caller to leave a message at the tone. There was silence, and then, "Otto? Are you there? It's Curt."

Otto had almost forgotten he'd spoken with his friend. Wondering what the other wanted, he reached for the phone, accidentally reaching too far and knocking it off the cradle to the floor. He groped around until he found it, hit the speak button and said shortly, "I'm here."

"I have a way for you to see Rosie," he said, completely oblivious of Otto's decision only a few moments earlier. "Her brother is holding a masquerade a week from Friday. Everyone will be wearing masks. You could get quite close to her, talk to her, even, and they'd be none the wiser."

"I'll think about it." That was a lie; Otto didn't even have to consider it. Of course he'd attend. He was about to hang up on the other man, but felt he owed it to Curt to at least pay him the courtesy of a thank you. "I appreciate your telling me," he said. _And I'm sorry for dragging you into my sorry excuse for a life. _He should never have involved his friend. He placed the phone back on the cradle before Curt could say any more. As much as he yearned to maintain ties with his previous life, he wouldn't endanger Curt any more than he had to. As much as it hurt, it was better he sever their friendship.

_A masquerade, huh? _He'd have to find a costume, one elegant enough to fit in with the rest of the guests, but all-concealing, as well. He couldn't go in his trenchcoat and usual mask. Rosie would recognize him instantly as her night-time visitor, and perhaps even recognize him for himself, as well. Worse, because of that damned _Bugle _article about the 'Phantom of New York,' others might recognize him as well. One of the actuators curled over his shoulder, and Otto stroked it thoughtfully. He had an idea…

XXX

The next week seemed to fly as Rosie prepared for the masquerade. The more she thought about it, the more excited she became. It distracted her from the mystery of the rose in her hair after her dream. Better, planning the party with Michael and Lucy helped mend the rift between them. She was still angry with her brother, but she was moving towards acceptance.

By the time Friday rolled around, her relationship with her brother was almost back to normal, though there were wounds that would never fully heal. But Rose resolved not to let anything bother her as seven o'clock rolled around and the guests began to arrive. The live orchestra Michael had hired began to play, filling the penthouse with soft music. The largest room had been cleared for dancing, and people began to fill the space. Rosie longed to join them, but she didn't have anyone to dance with. Curt would probably oblige her, but she didn't want to keep him from Martha.

A masquerade was very different from the costume parties that were common around Halloween. At a costume party, guests would dress in costumes that realistically – or as realistically as cheap plastic masks allowed - emulated fantastic creatures or people from other time periods like pirates or knights. At a masquerade, costumes were markedly different. The outfits tended to be elaborate period pieces, all puffy sleeves and lace, or frills, or hose, with masks that were meant to conceal the face rather than to imitate something else. Oh, there were some that had themes, but more abstract, like the woman in the pale dress with delicate wings and a beaked mask to imitate a swan, or the man whose colorful clothing and patterned mask suggested a clown. Or a fool. Rosie hadn't decided which. She was particularly amused by the Connors' costumes: Martha had dressed as royalty, complete with a fake crown, and Curt had an outfit that was patterned with emerald scales, a set of small wings, and a horned mask. A damsel and a dragon… Apparently, the herpetologist had thought it would be more appropriate to come as a giant lizard than as Martha's knight.

Rosie had chosen her own costume for the irony: She wore a sheer white dress of gleaming cloth, and feathered wings spread out behind her. A halo was attached to the silver mask she wore. Most of the people who'd been here had thought that Rosie _was_ an angel. It had been heartwarming to see how many of her friends were happy to see her alive.

She was talking to a cousin her brother had flown in from San Francisco, a woman who was repeatedly expressing her condolences and admonishing Rosie for not alerting her family to the fact that she wasn't dead sooner, when a hush came over the crowd. Rosie glanced around, wondering just who had caught everyone's attention. When she caught sight of him, she wondered how she could have missed him. _Who is that? _she wondered.

Death had come to the masquerade…

To Be Continued…

I can't wait for the next chapter… Yesssss… I'm _finally _getting to where I want to be!


	11. Death

Disclaimer: Spider-Man characters are property of Marvel. _Phantom _themes belong to LeRoux.

Author's Note: At last… the moment that we've all been waiting for… Sort of. Heh heh heh… The masquerade is one of the firs scenes I planned out, once I determined that I was indeed going to do a _Phantom_-esque story, and I had a lot of fun envisioning Otto's costume. I've been wanting to do this chapter for a _looooong_ time. And yet, it still didn't come out right. Hmm… I may end up redoing it someday; I hope nobody minds.

_**Musique de la Nuit**_

_Eleven – Death_

Death had come to the masquerade.

This incarnation of human mortality leered down from his impressive height at the crowd through round, blank eyes set in a fleshless face, half-concealed by the shadows cast by the voluminous hood. An enveloping cloak of tattered black cloth concealed the shape of his body, but afforded glimpses of an elegant black vest embroidered with silver patterns beneath. Most striking were the wings that arched back and away from his body, skeletal limbs spanning almost a dozen feet and strung with tattered membranes that didn't quite cover the bony white ridges thrusting up through gaps in the membrane. He stood aloof from the crowd, ignoring all attempts at conversation. He scanned the party-goers as though searching for someone, and to Rosie, his gaze seemed to linger on her the longest.

"Who is that?" Rosie had quite forgotten she'd been speaking to her cousin Rebecca, and she reluctantly pulled her gaze from Death to turn to the woman.

"I don't know," Rosie said. She still didn't know all of Michael's friends, though for all she knew, it could be one of her own peers behind the death's head visage. There was nothing to give his identity away; his face was completely covered, with reflective black lenses covering his eyes, the cloak threw off his body's proportions, and he must have been wearing stilts, for he must have stood over seven feet tall. Michael's friend or her own, Rosie didn't care. She wanted to know who this man was, but the crowd around him was too thick for her to easily gain his attention.

She spent several more minutes making light conversation with her cousin, all the while watching the mysterious Death out of the corner of her eye. He'd deflected all attempts to engage his attention, and yet, she still couldn't help but feel he was looking at _her. _And then their gazes met across the room, and she realized that he _was_ looking at her. Who was he? Why was he interested in her? Was he someone Michael had invited to take her mind off Otto? Her lips thinned with anger. It would be just like her brother to try to set her up with someone so she could 'move on with her life.' She should ignore him, to show her brother that she didn't want him to interfere with her life. He'd done enough for her!

And yet… There was something intriguing about a mystery man. What harm would there be in one dance? Maybe it would satisfy her brother. Once dance would commit her to nothing. She started to walk away, oblivious of her cousin's presence. Only when Rebecca had put a hand on her arm to stop her did Rosie realize her cousin was still there. "Rosie, where are you going?"

Rosie turned back, a smile curving her lips. "I'm going to dance with Death."

XXX

Every instinct was screaming at him to run, to escape the oppressive atmosphere of the crowd around him. Even his mask, the wall he'd constructed to shield himself from the world, was no longer offering the psychological comfort it had when he was just roaming the streets. He wanted out, out, _out! _Otto clenched his fists, fighting the impulse to smash his way out of there. No one had any reason to believe he was Dr. Octavius, mad scientist and disfigured wreck of a man. He was just one of the masked multitude, whose aloofness possibly marked him as one of Michael's rich business associates.

Every query as to his identity threatened to chip away at what little composure he had, and he finally extracted himself from the crowd to stand at the fringes, discouraging any attempts at friendliness by keeping his gaze on the dancers, who had staked out a large area in front of the dais holding the musicians. The dizzying swirl of colors as they gyrated across the floor was hypnotic. Only one thing diverted his attention away from the dancers' graceful motions: Rosie. She wore a floor-length silvery-white gown, with small faux-feathered white wings. A silver mask, trimmed with more false feathers and topped with a halo, didn't hide the beauty of her delicate features. _An angel… _It was appropriate; he'd come to view her as something untouchable, ethereal. Unattainable.

Not something he could touch in full view of all these people. Otto wouldn't have come at all, except that Curt had put a lot of effort into helping him come. Curt had assisted Rosie with the invitations, thus enabling him to send an invite to Otto under a false name. He'd also helped Otto with the elaborate clothing he wore under his cloak, so as to better fit in with the crowd. And Otto had seen him head off Michael when his brother-in-law had started to come towards him, engaging him in a conversation despite the fact that the two barely knew each other and had practically nothing in common.

So he hung back, part of the crowd yet apart from it. He tried to stay near the door, knowing that sooner or later, Michael or someone else would come to the conclusion that Otto wasn't supposed to be there, and he'd have to make a hasty exit. He wanted the way to that exit to be clear. Perhaps if he'd chosen a less conspicuous costume… He'd wanted something that would completely conceal him, but also draw Rosie's attention.

He'd succeeded in the latter, anyway; he could see Rosie's gaze repeatedly stray from the woman she spoke to and come to rest on him. Even with the mask covering half her face, he could see her curiosity.

And, after about twenty agonizing minutes of debating whether he should wait or just leave now, Rosie acted on that curiosity. The crowd parted for her as though she were royalty as she made a beeline towards him. Otto tensed, wondering if he could pull this off without giving himself away. Could he prevent himself from sweeping her into his arms and taking her away from here?

And then she stood before him, a vision of loveliness. Everything else faded from his borrowed vision; suddenly, there was only _her. _Through the camera's lens, the white of her costume glowed brightly, as though she truly were an angel descended from Heaven. He longed to reach down to her, but held himself back. He stared down at her, his masked face giving the impression of impassivity. He hoped she couldn't sense what he _really _felt, the longing, the desire… _Be careful, _he warned himself. _She knows that _this _isn't a dream…_

"Hi there," she called up to him, flashing him an engaging grin. "I love your costume."

Otto stayed silent so long that the grin faded from her features, and he immediately felt contrite. He finally said gruffly, "Thanks." The low growl of his voice was barely recognizable even to his own ears, so he hoped that she wouldn't find it familiar. If she did, she showed no reaction.

There was a moment of uncomfortable silence, a silence that it pained Otto not to fill. He wanted so badly just to talk to her… Ignoring her was killing him. But if he spoke more than he had to, Rosie would recognize him. Rosie finally broke the silence, as he'd expected her to. She'd always been the peace keeper. "You don't want to be here, do you?"

A tricky question. No, Otto didn't want to be in his brother-in-law's luxurious home surrounded by snooty businessmen and former friends who'd rejected their colleague after his traumatic accident… but he did want to be with Rosie. "I don't like parties." His voice didn't lift from its monotone.

"Maybe you just haven't gone to any with the right people," Rosie said. He recognized the light in her eyes; she saw him as a challenge. Otto grinned beneath the mask. He knew his aloofness would draw his wife to him; she'd always enjoyed drawing people out of their shells. Because of her, he'd been able to enjoy social functions that would otherwise have been torture. He credited her for helping him find the courage to speak to Norman Osborn and secure funding. _I truly am nothing without her._

"Perhaps," was all Otto said. Then, realizing he was in danger of losing her interest if he continued to be unresponsive, he suggested, "Dance?"

She looked shocked, but covered it with a grin. "All right. Can you dance on those stilts?"

Otto commanded the bottom actuators to lower him until his feet touched the ground. He adjusted the length of his cloak by bunching it on his shoulders, above the two protruding actuator/wings. "Ready?" Otto asked, offering his hands. Rosie twined the fingers of her right hand in his left, but before she could do the same with his right, he drew it away so that her fingertips touched his palm. He didn't want her to feel how maimed it was… She looked puzzled at his reluctance to let her touch, but then she shrugged.

"Lead on," she said.

The crowd parted for them, partially out of respect for their host's sister, and partly to get out of the way of Otto's wingspan. He saw Curt at the edge of the crowd give him a wide grin beneath his iridescent-scaled mask. It strangely reminded of the look Curt would flash him on those few occasions Otto had managed to bring home a girl back in college. What the hell had Curt been thinking when he set this up?

The musicians struck up a lively tune, one that fortunately wasn't too fast for a man burdened with over a hundred pounds of metal fused to his spine. It had been awhile since he'd danced; his encounter with Rosie on the rooftop had been slower, clumsier, as he'd tried to get his out-of-practice body back into the rhythm of the movement. Knowing that a moment like this was a possibility, he'd spent the last few days brushing up on his skills and trying to seem graceful even with the pull of the actuators on his spine. As they flowed across the floor, their movements perfectly matched, Otto reflected that it was worth it. Even his fear was waning; the crowd seemed to vanish from his perception. All that existed in the universe was him, her, and the music that flowed around them both. The floor around them had emptied, and Otto was vaguely aware of the ring of spectators. He supposed he shouldn't have been surprised at the attention he was getting; Rosie had been the focus of this party, her welcome back into the land of the living. He was dancing with the guest of honor.

He wanted the moment to last, but it came to its inevitable conclusion. The music ended, and Otto released her hands. One dance; it was all he'd let himself have with her. If he spent too much time with her, someone would get suspicious. He reluctantly forced himself to turn from her so someone else could claim a dance with her. He didn't think he could bring himself to say good bye. He took a step towards the exit, uncomfortably aware that seemingly every guest filled the room between him and the doorway. It would take some time to edge towards the door…

And then everything went wrong.

Rosie reached for him for an unknown reason, her fingers reflexively closed around his right hand before he could react and crushing the empty pinky finger of the glove. Otto whirled to face her. Her eyes widened, and Otto cringed. Was a missing finger really so repulsive to her? _No, _he realized with horror as she stared up at him with dawning realization. She was remembering another dance with a man with a missing finger… "It's you," she whispered.

XXX

Rosie felt that familiar, four-digit hand go rigid under her fingers. She saw him glance around, and knew he was ready to flee. But flight wouldn't be easy for him; there was a large crowd between them and the door. _He's my mystery man! _she realized, stunned. _He's real! But who is he? Is he the Phantom of New York? Why is he here? Why did he come to my rooftop that night? _All these questions begged to be asked, but they all became jumbled in her throat. Her dream had been made reality, but he seemed no more real now than he had when she'd thought he was a dream. "Who… who are you?" she finally choked out. She deserved an answer; the _Bugle _called this man a thief. He'd come to the rooftop, where she'd been asleep, vulnerable, and led her to believe he was a figment of her mind. He'd left her a rose, similar to the one that had come with the _Bugle _article about her husband's fate. And now he'd come here, ignoring all others to dance with _her. _She felt a thrill of fear; was he some sort of sick stalker? She cast her gaze about for her brother, but didn't see him.

That blank-eyed face seemed to stare down at her, and he yanked his hand away. He began to back away, not towards the door, as she'd expected, but towards the penthouse's private entrance to the rooftop garden. She couldn't let him get away; if he was some obsessed stalker, he'd be back. Should she follow him, or call for help?

She followed, ignoring the voice in the back of her mind that told her she was being stupid. Once he got her alone, he could do anything to her. _But he could have done anything to me the other night, and I would have let him, thinking it was all part of the dream. _She had the strange feeling that he meant her no harm… He'd had plenty of opportunity to hurt her before this; if he'd intended to hurt her, he would have done so before now. So after a moment of hesitation, she followed in his wake, pushing past guests already flustered by her mysterious visitor's passage. She muttered apologies as she passed, drawing strange looks from the anonymous guests.

_What can he do in the gardens? _she wondered as she ascended the narrow stairwell. Her wings scraped the walls, tearing feathers loose to drift around slowly in her wake. How had he fit his much larger wingspan in the passageway?

The night air was crisp, the wind slightly cool. After the oppressive party atmosphere, it was refreshing, and she released a breath she hadn't known she was holding. She stepped forward, scanning the garden for her mystery man. There was no sign of him under the pools of light cast by the rooftop lamps, meaning he was concealed in the darker shadows beyond the light's reach. Her eyes struggled to pierce the darkness, but what she sought was black-on-black. She might never have found him, except for the soft _click-click-click _sound, the familiarity of which tugged at the edge of her memories. Silently but for the soft crunch of the dry grass underfoot, she oriented on the sound and headed towards it.

Out of the harsh glare of the rooftop lamps, her eyes adjusted, and she could see the silhouette next to the railing ahead of her. She watched for several moments, trying to figure out what he was doing. One of those massive wings was curled around his shoulder, and he was doing something to the cloth that wrapped the end. He was… freeing it? Puzzling, but it occupied all of his attention and it was keeping him on the roof. Taking a deep breath, she took a step forward.

His head jerked up, and the wing pulled back from his hands, seemingly of its own volition. Before she could voice her queries, the man clumsily vaulted to the rail top, clinging to it with surprising agility. With a final glance in her direction, he plunged over the side.

"Wait!" Rosie screamed, rushing to the railing. Below her, the dark shape fell, wings outspread, wind tearing at the tattered membranes shrouding the skeletal frame. Did he truly think he could fly? She watched in horror as her visitor fell to certain death.

And then, just before he fell too far for her to see, the wings went into motion, their ends blossoming into claws which curling around the man's body to grab at the building's stone face, slowing, then stopping his fall. Two long, sinuous shapes detached themselves from the depth of his cloak to join the first two. As the figure dropped below her line of sight, moving down the side like a massive spider, her heart skipped a beat.

She _knew _those sinuous shapes, that serpent's nest of metal that rode the man's backside. She knew them as few others did, because she'd been there for their creation, their activation. _The actuators! _Had someone stolen her husband's creations to use for his own crime spree? Or… Her breath came faster, and she had to clamp down on the hope that suddenly welled within her, because she knew she'd inevitably be disappointed. She couldn't, _couldn't _let herself believe that the man she'd seen was…

Despite her resolve, the name slipped from her lips in a whisper. "Otto…"

To Be Continued…

I'm so, _so _sorry to leave you all hanging here.

Well, no, not really…


	12. Whole

Disclaimer: All Spider-Man characters are property of Marvel. _Phantom _themes belong to LeRoux.

Author's Note: I know you all have been waiting for this chapter, and I hope that it was worth the wait. I certainly was eager to write it; it was one of the first scenes I'd planned out, and it's been begging to be written. It turned out longer than I expected, too, a nice little bonus for all of you. As a result of the care I took writing it, I'm afraid I neglected _Moonlight Becomes You _in the process. I'm sorry. And for the record, I am not a 'stupid cliffhanging bitch;' I am an '_evil _cliffhanging bitch,' thank you very much! LOL.

_**Musique de la Nuit**_

_Twelve – Whole_

Rosie's head was spinning as she descended the stairwell. The image of Death's fall, skeletal wings outspread, and their subsequent transformation into her husband's machines filled her mind. The grandeur of the masquerade no longer enchanted her. She ignored the guests that flocked around her, asking questions about the identity of the mysterious Death. She went straight to Curt, who was picking at the hors d'oeuvres. He turned to her, cocking his head, reminding her uncannily of the lizard his costume mimicked. "What's wrong?" he asked.

"I need to speak to you alone," she said. Martha wasn't in sight, to her relief; while Mrs. Connors was a family friend as well, she wouldn't be quite so understanding. She hadn't been 'one of the gang' back when Rosie, Otto, and Curt had attended ESU together. Curt let her drag him into her room, and she shut the door, cutting them off from the festivities.

"What's wrong?" Curt slid back his mask.

"It's the guy I danced with. The one dressed as Death," she began. "He had Otto's actuators…" she trailed off as Curt's face paled, and he seemed to wither under her gaze. He knew something he didn't want to tell her… _Oh my God… _"Curt… that man… was that Otto?" He didn't verbalize the affirmation, but he didn't need to – Curt had always been poor at hiding his emotions, and she could see the answer clear as day on his face.

Otto was _alive! _And Curt had known. He'd _known, _and he'd kept the information from her! It seemed that everyone she knew was keeping secrets from her, and this new betrayal sparked the rage that had been building ever since she'd learned Michael had been keeping her in the dark. She lunged forward, grabbing the front of Curt's costume and pushing him against the wall. The attack had been so unexpected that Curt hadn't even put up a fight; he just stared down at Rosie in astonishment. "You knew… you _knew, _and you didn't tell me? Curt, how could you do this?" Tears of rage slipped down her cheeks.

"He… he made me promise not to tell you," Curt gasped out. "He didn't want you to know." Curt slumped in her grip. "I wanted to tell you, but I didn't want to betray him." She could hear the agony in his voice at the decision he'd been faced with: Tell Rosie and betray Otto's trust, or keep his word to Otto and risk hurting Rosie. "I had hoped that by arranging for him to come to the masquerade, he'd tell you himself."

Rosie released Curt and took a step back. "Why didn't he just come to me? Why be so mysterious? If he had just come straight to me…" She'd have taken him back without question. There was no need for this subterfuge! If it was a matter of hiding from the police, all he'd have had to do was leave a note for her, and she'd have gone to him.

"I think he's afraid," Curt said softly.

That would certainly fit with how Otto had acted around her tonight, and during their rooftop encounter, as though it was all he could do to keep from running away. Was he afraid of _her? _Her voice cracked as she asked, "Why would he be afraid?"

"He didn't say, but I can guess. Partly because of what he's done under the influence of the actuators, and partly because…" Here, Curt hesitated. "Something happened to him; something besides the accident that fused the actuators to him. When I first spoke to him, he was wearing a mask, and he kept his entire body covered, but he showed me his hand. It was… it looked… melted," he said, and he looked ill at the memory. Rosie remembered the hand she'd held on the rooftop, with its missing digit and its look of an unfinished sculpture. "He said he'd been immersed in boiling water. I think he's been disfigured, and he doesn't want you to see him like that."

_Boiling water? _Rosie tried to imagine what something like that would do to a human body. What flesh it didn't sear away would melt like candle wax; for Otto to have _survived _something like that was a miracle. "There would have been severe third-degree burns," Curt was saying, "resulting in irreparable tissue damage. Be prepared for the worst, Rosie. I don't think he could survive your revulsion."

"I don't care what he looks like," Rosie said. "I don't care what he's done. I'll always love him."

"That's what I tried to tell him," Curt said, rubbing his forehead and sighing. "But he's so… so _broken, _I guess you could say, that he just can't see that anymore. I hate seeing him like this. Go to him, Rosie. He's been hiding at your old building. Go, now. I'll cover for your absence."

"Thank you," she said, leaning forward to plant a kiss on Curt's cheek. She discarded her mask and wings, tossing them onto her bed, and, heart soaring, she left the masquerade, the penthouse, and her family behind. Only one thing mattered now.

XXX

For the first time in months, Otto gave the actuators free rein, to their delight. He had no thought beyond flight; he had to get away from there, _now. Stupid! _he told himself furiously. He should have known that Rosie would identify him; after all, how many mysterious masked men could she have stalking her? He'd let his emotions blind him to the risks, and now… now he could never see Rosie again. She'd be on the lookout for him, perhaps alert the police to his presence… further surveillance of his wife would only lead to trouble and the inevitable heartbreak. _I have to stay away from her. _

He thought about tell the actuators to let him fall; death would be preferable to the solitary life of an outcast who couldn't even glimpse the one thing that made his life worth living. It was so tempting… but he was a coward. Death would be superior to what could laughingly be called his life, but he feared it. He couldn't take that fatal plunge… Perhaps that was why he let the actuators carry him through the city with such gleeful abandon; he wanted to be seen, to be taken down, destroyed… But, depending on one's view, luck was either with him or against him. No one saw him fleeing through the night.

Back at the lab, Otto stripped the cloak and hood from his shoulders, then removed the uncomfortable black-and-silver costume beneath, revealing the hideous form beneath the elegant garments. He ripped the mask from his face, disconnected the camera from the wire and tossed it aside. Then he collapsed onto the battered couch, burying his face in one hand. _I blew it. I could have spent the rest of my life watching over her without her ever knowing, and I blew it! _He'd have to leave the city, go far away, where he could no longer succumb to the temptation of seeing his wife.

Tomorrow… tomorrow, he'd call up Curt, ask him to help him find a way out of the city. Tomorrow, he'd leave this place of painful memories and shattered dreams forever…

A soft nudge from one of the actuators drew him from his melancholy. For a moment, he was sunk too deeply in his thoughts to understand what they were trying to tell him, then it came with horrible clarity: someone was in the lab. The police, perhaps, or the arachnid. Otto fumbled around for his mask, pressing it to his face before remembering he'd disconnected the wire. The upper left actuator obligingly blossomed open, lending him its vision.

Standing across the room, just beyond the rim of the pool of light that leaked through the shutters, was a vision in white. His breath caught in his throat and his heart pounded in his ears, drowning out all other sound as the figure stepped forward, into the light. Her sheer white dress caught the light, reflecting it, giving her an aura of pure white light. Even her skin seemed to glow, in the actuator's vision. Long hair, slightly more rumpled than when he'd last seen it, framed a beautiful face no longer hidden by the small silver mask. A small, downy feather was stuck in her hair, unnoticed. Her expression was a mixture of fear and hope as she scanned the darkness.

_Rosie! _Somehow, his wife had found him! _She can't be here… not now… She can't see me like this! _Otto clumsily got to his feet, hoping to make it to the next room before she noticed him. He could make his escape out the window, and spare Rosie the horror of seeing what her husband had become.

His movement, however, drew her attention, and she called out, "Otto?" He froze, but it was too late; she'd seen him and was coming to investigate.

"Don't come any closer," he said. His harsh, unfamiliar voice gave her pause. "Leave this place. Now."

"Otto… please… I've missed you so much." The sadness in her voice made him want to run forward and pull her into his embrace and never let go… It took all his strength of will to stop himself. "Don't do this to me. I love you."

It felt as if his heart was breaking. His cold disregard of her presence was hurting her, and it killed him to cause her so much pain. _Why did she have to come? _he agonized. This could only end with both of them hurt! Now that she knew he lived, she wouldn't just go away; not without reason. Maybe… maybe the best way to get rid of her was to reveal himself, after all. Once she saw him, she'd be so frightened, so repulsed that she'd never want to see him again, and that would make his decision to leave so much easier. "Really?" Otto asked, taking a hesitant step forward, battling all the while the impulse to rush forward and take her into his arms. Once he stood in the light, he reached up and pulled the mask free of his face. He heard a soft gasp, confirming his worst fears. "What do you think of me now?"

XXX

Rosie saw only a vaguely human-shaped blot in the shadows, backlit by crimson glow of the pincers weaving through the air behind him. She took a step forward, but a rough voice commanded, "Don't come any closer." She obeyed, sensing that her husband was poised for flight. She held her position, resolving not to be swayed by his intimidation tactics. "Leave this place. Now."

"Otto… please… I've missed you so much." There was a catch in her voice, and she swallowed back a sob. Why was he trying to keep this distance between them? Why hadn't he come to her as soon as he'd learned that she lived? Did he think her heart was so shallow that she would just discard him because of his disfigurements? She'd made a vow, 'til death do us part,' and she'd meant it. Was he so psychologically damaged that he could no longer see that? Tears welled up. "Don't do this to me. I love you," she whispered.

Silence greeted her heartfelt plea, and she imagined she could hear the sound of her heart breaking. He didn't want her… two tears slipped down her cheeks, glistening in the weak light. Perhaps this was what finally moved Otto; he shifted his weight, then took a step forward. And then another. "Really?" he said, voice nearly inaudible. His movements were slow, deliberate. He paused when the slant of light fell upon his bare legs, then stepped fully into the light, one hand raised palm outward, the other lifted towards his face, pulling away the death's head mask and casting it aside. Rosie couldn't quite stifle her gasp of horror of what was revealed, the devastation that had been wreaked upon his body until there was little left that was recognizable as belong to her husband. "What do you think of me now?" he rasped.

He stood near enough that she could read the tension in every line of his marred body; he was nervous to be this close to her. No, not nervous; frightened. He was terrified of her rejection. She would have to tread very carefully, or she could lose him forever. Slowly, so as not to startle him, she reached upward, caressing his cheek. The skin was a mottling of smooth white scar tissue and patches of rough stubble where it was still intact. Beneath her palm, she felt him stiffen and start to pull away, then stop himself. A tremor ran through him as Rosie slid her fingers down, past the line of his jaw, along his Adam's apple to the hollow of his throat. His trembling intensified as her fingers came to rest over his heart, feeling the familiar rhythm of its beating. It was faster than normal, betraying his fear.

All the while, he'd made no movement, no sound except for a quickening of his breath. Even the actuators had stilled their nervous oscillations, as though sensing the importance of the moment. She pulled her hand away from him with great reluctance, wondering why he wouldn't touch her, why he hadn't even made eye contact with her. It reminded her of when he'd first been courting her, and he'd been so painfully shy that she'd been the one who'd had to ask him out. As she had then, she took the initiative, taking his hand in hers. Again, the contact seemed to surprise him, as if it was unexpected. She brought his hand to her face, rubbing her cheek against his calloused palm. Finally, he reacted; his fingers twitched, and then the tips lightly brushed her face, pushing a strand of hair back behind her ear. He ran his hand through another loose strand, then lowered it back to his side.

All the while, he kept his face slightly angled away from her, his gaze averted. Why wouldn't he look at her? "Otto," she whispered. "It's all right." Her hand was back on his cheek, turning his head so he would meet her eyes. "Look at me." He'd be able to read the truth in her face: that she wasn't going to leave him, that, despite all that had happened, she still loved him. She gazed into his eyes, willing him to see it. For the first time, she noticed the peculiar, unfocused look in his eyes as if he were gazing off into space despite his appearance of giving her his full attention. "You're blind!"

His shoulders slumped forward, and he buried his head in his chest as though ashamed. "Yes," was all he said, but the word carried all the pain, all the sadness he must have experienced the past several months. And he'd faced it all alone… She could only wonder at the courage and determination that had kept him alive even with all odds against him. He must have been so lonely… a lesser man would have been broken by all that had happened. A sob escaped her, causing Otto to flinch.

"Why didn't you come to me?" she asked. "Why didn't you let me help you?"

"You know what I am." It was a statement, not a question, confirming that he had been the one to send her the articles about his criminal activities. "I'm a monster. I almost killed you once. I don't want to hurt you again."

"Otto," she slid her arms around his neck, feeling the sharp bite of the spinal brace against her wrists. "That man, that criminal… that wasn't you. I know the truth. It wasn't your fault, Otto… and you redeemed yourself in the end. That doesn't sound like the action of a monster to me." She leaned into him, feeling the familiar sensations of comfort and safety his warm embrace had always given her. And he put his arms around her, whether consciously or reflexively, she wasn't certain. It was a tentative touch, as though he expected her to flee, but it was the first time he'd made contact with her of his own free will.

Something warm and wet fell against her temple; Otto was weeping. "Rosie," he breathed, as if he didn't quite believe this was happening. "I… I thought I'd lost you forever…" His grip suddenly tightened around her, and she could sense the actuators curling around the two of them.

"I'm here for you now, Otto… and I'm never going to leave you again." She pulled his head down and pressed her lips to his.

XXX

For a long moment after waking, Otto didn't know where he was. It had been so long since he'd slept in the bed he'd once shared with Rosie that the feel of the soft mattress and the cool sheets was disorienting. Stranger still was the warm, solid form pressed against his chest, fitting against his body as if she had been molded for that purpose. _It's a dream, _he thought, the residual fragments of a beautiful dream that would vanish once he was fully awake. He intended to savor it for as long as he could, before it faded away into cruel reality.

And then, as he lay unmoving with Rosie in his arms, he remembered: This wasn't a dream. Last night had actually happened; Rosie had come to him, seen his disfigurements, and she hadn't screamed, hadn't run, hadn't been disgusted. Despite all that had happened, she'd still wanted him, and now she was lying here beside him, his dreams made reality. It was like a deep void inside of him had been filled, and for the first time in – months? Had it really only been months? – he felt _whole _again.

They'd barely spoken a word over the next several hours, neither wanting to spoil the moment with words too clumsy to express what they were feeling. He'd run his hands over her, forming an image of her by touch rather than relying on the migraine-inducing camera images. She in turn had examined his every scar, a scrutiny that would have been uncomfortable and even shameful from anyone else, but not from Rosie. She wasn't disgusted or frightened, nor did she look at him with that pity mingled with revulsion he'd sensed in others who had seen his face. There was only sorrow, a deep sadness that she hadn't been there for him when he needed her most. They'd spent hours just holding each other, and had finally fallen asleep in each others' arms.

It was incredible… How, he wondered, could he have thought his wife wouldn't want him? Why had he found it so easy to believe that no one would ever love a monster like him? Now that he looked back, he wanted to laugh at himself. How could he have doubted her? He ran his fingers through her hair, feeling its softness under his calloused fingers. Rosie stirred at his touch, mumbling softly. As his fingers traveled down her face, he felt her awaken.

She lightly batted his hand away, and he could hear the humor in her sleepy voice as she said, "You used to be the one who slept in every morning, and _I_ had to wake _you_ up." She stretched, catlike; Otto couldn't see it, but he knew his wife's habits well, and he could well imagine her lithe, sensuous movements. She shifted so that she was facing him; he could tell by the feel of her breath on his face.

"I had to be certain you weren't a dream," he told her.

She brushed a lock of hair from his face. "Satisfied?" she asked.

He answered with a kiss, which she enthusiastically responded to. The actuators, responding to the sudden surge of his vitals brought on by this action, curled around curiously to see what was happening. Otto told them to go back to stand-by mode; there were some things his children shouldn't see…

To Be Continued…

There. No cliffhanger. Happy, everyone? Oh, and thanks for not killing me while waiting for this chapter; I hope this was worth my life.

Oh my God… The part where Rosie encounters Otto was the hardest thing I've _ever_ written. I wanted it to come out perfect, and, while I'm still dissatisfied with certain parts, I think it came out all right. One thing I noticed is that whenever I used the names 'Doctor Octopus,' 'Doc Ock,' or 'Spider-Man' during the scene, it _really _ruined the moment, so I had to be careful not to use any of them. And I almost freakin' _cried _while writing it. Cried! I _never _cry over fics, especially not my own! I am sooooo pathetic…


	13. News

Disclaimer: All Spider-Man characters are property of Marvel. _Phantom _themes are courtesy of LeRoux.

Author's Note: The story has hit its high point; now comes the time for everything to come crashing down… And yes, the cliffhangers shall resume. Sorry. I'm nearly done with this story; I think there will be about two or three more chapters after this, depending on the length of the next chapters. This isn't the best chapter I've ever done; I think I'm a little worn out after completing _Moonlight Becomes You. _

_**Musique de la Nuit**_

_Thirteen – News_

The next morning, Rosie was gone, leaving a cooling spot on the sheets beside Otto. Panic welled up within him; why had she left him? She hadn't evinced any disgust for him, shown any sign at all that she didn't want to be with him. Why had she gone? Hadn't she said that she loved him? That she didn't care about the changes to his body and mind? Otto found he didn't have the energy for tears; he curled into a tight ball, refusing to move. He ignored the soft inquiries of the actuators, preferring to drown himself in his misery in solitude.

And then the door to the bedroom creaked open. At his command, one of the actuators snapped to attention, focusing its camera. Otto's heart hammered in his chest. _Rosie! _She wore a long navy blue robe several sizes too big for her – his robe, he noticed – and her long hair was damp. In one hand, she balanced a tray with something with a smell that made him salivate. It had been a long time since he'd had real food… "Good morning," Rosie said, a lilt to her voice. She smiled as she set the tray on the bed beside him before slipping back under the covers. There were two plates on the tray, piled high with an omelet that oozed cheese and peppers, and several slices of toast. Rosie selected a plate, but instead of digging in, she watched him. "You see through them, don't you?" she asked. "The actuators' cameras, I mean. That's how you've been able to keep an eye on me."

Otto nodded as he took a fork in hand. It was one of the elegant filigreed pieces that they had received as a wedding gift from Rosie's family. They had reserved use of the pieces for special occasions. Otto eagerly attacked the omelet; his wife's ability to turn limited food supplies into a hearty meal had never ceased to amaze him. Through one of the actuators, he could see Rosie watching with amusement as she daintily began to eat her own meal.

The actuators hovered around them curiously, uncertain what to think about this new addition to their life. They had vague memories of her presence when they'd first been activated, but that had been during their enslavement to the inhibitor chip, and their memories of that time were hazy. They only knew her as something that had caused their host great pain. Now, though… The upper right snaked towards Rosie, causing Otto to tense. If it tried to hurt his wife, there would be hell to pay. But it just hovered in front of her, watching her, trying to figure out what power this woman had to both hurt their host and make him feel better. Rosie held out her hand, delicately touching the half-closed pincers. The actuator chittered, and Rosie stared at it in wonder. "They never made noises before," she said.

"They talk," Otto said. "Incessantly. Without the inhibitor chip, the AIs are developing personalities, and are even exhibiting rudimentary emotions."

"That… that's incredible! Otto, there's never been an AI this sophisticated before. This is a breakthrough far beyond anything-"

Otto laughed hollowly. "They kill," he said flatly. "They haven't learned the difference between right and wrong, and sometimes it's all I can do to keep them in check."

"How do they feel about me?" she asked, watching the upper right pincer warily. Despite her caution, he didn't sense any fear in her. She had that much confidence in his ability to control them? He was uncertain whether to be touched by this display of trust, or worried. But for the moment, at least, his fears were unfounded. That childlike curiosity was the actuators' dominant emotion, accompanied by acceptance. She was now making their father happy, and if he was happy, then they had no reason to harm her.

"If they wanted to hurt you, they would have done so by now," he said. "I think they'll tolerate your presence, so long as you don't do anything to them or me." _Talk about dangerous liaisons, _Otto thought wryly. Until the actuators had grown fully accustomed to Rosie's presence, one wrong move on Rosie's part and the actuators would strike. It was very fortunate that his relationship with her had always been excellent; they'd had the occasional lover's spat, of course, but they'd never sunk to the level of screaming at the top of their lungs and hurling possessions at each other.

Still, it was yet another thing to worry about. Otto's hand crept along the mattress until it came into contact with hers, and he clasped her fingers in his own mangled digits. He didn't _want _to think about his worries right now; Rosie's presence was like an opiate, easing the pain of the last several months. Letting reality intrude rip open wounds that had barely begun to heal. But he couldn't hide from his problems forever.

He sighed, digging deep within himself to find the courage to say what he needed to say. "You can't stay," he murmured, nearly inaudible.

"What?" He heard her shift nearer, so she could better hear him. "What did you say, Otto?"

"You can't stay here!" he repeated, this time more loudly he'd intended. The actuators snapped to attention, seeking the source of their host's agitation. Otto silently told them to stand down, that all was well, though it was anything but.

She gently took his chin in her hand and turned his face to hers, wanting to gaze into his eyes despite knowing he couldn't return it. Did his damaged eyes still display emotion? "Why not?" He heard the challenge in her voice. It made it all the more painful that she wanted so badly to stay.

"Your brother will worry about you. He'll look for you, and when he finds us…" His voice faltered. "Michael never much liked me anyway, and now that I'm a monster, he'll want to keep you away from me. And… he'd be right to do it."

"Why do you say that?" she asked. He could hear her disapproving tone, and was suddenly glad he couldn't see the expression on her face. He _knew _that tone, and could well imagine the glare accompanying it. It was usually enough to sway him to his wife's point of view. But he was right this time, he knew he was. As much as he longed for Rosie to stay at his side forever, she couldn't. Kept in his shadowed, lonely world, she would wilt and die.

"I'm a fugitive," he said. "I can't go out unless it's in disguise, and only when it's necessary." _Or when the need to see you is so intense that I can no longer deny it, _he didn't add. "I have to stay hidden – and so would you. If even the smallest rumor that I still live leaks out, you would immediately become the focus of the police and the press. One wrong move and you could accidentally expose me. The safest thing would be for you to stay away from it all. I… I couldn't let you live that way." He was now _very _glad he couldn't see her face; from her sudden cessation of movement, he could tell she was angry. "Worse still, I can't always control the actuators. You saw how they reacted when I yelled; what if I lost my temper one day and they…" he couldn't complete the thought. "If I hurt you, Rosie, it would _kill _me." And he didn't want her to be tied to something as hideous as he was, but he kept that to himself, knowing she wouldn't take it well.

"Don't you think," Rosie said slowly, tightly – she was, indeed, furious with him – "that I can make my own decisions? Living without you these past months has been sheer Hell! I don't care if we have to spend our lives in hiding, as long as I'm with you! I could be happy the rest of my life living in a small ramshackle shack with no modern amenities and no other human contact just as long as you're there beside me. Don't you see, Otto? You're the only thing I need." She took one of his hands in hers, grasping it with surprising force. "I love you. I won't leave you again. Not for good." She leaned forward and pressed her lips to his, and all his objections melted away under that kiss. She'd always been good at that…

"Let me handle Michael," she told him when they parted. "Afterwards, I promise you that we'll be together. No matter what happens, we'll always be together." He wanted to believe her, to believe that everything would be all right now. Always together… ''Til death do us part.'

XXX

She was reluctant to leave her husband, but Rosie conceded that he'd been correct; Michael would panic if he didn't hear from her soon. As Otto pulled her into one last embrace, Rosie promised him that she'd be back as soon as she could. She could feel him trembling in her arms; he didn't want to give her up, despite what he had told her. He was terrified that he'd lose her again; for a chilling moment, she realized that he would literally die without her. It was almost enough to make her want to stay, and to hell with the consequences. But Otto released her, brushing her cheek with his mangled fingers before backing out of her reach. "Go," he told her. "I'll be here when you return."

She studied his face, looking for any sign that indicated he planned to flee before she could make good on her promise. He'd been hiding from her for so long; what if he went back into hiding again, this time where she would never find him? She needn't have worried; despite the scars that distorted his expressions, she could clearly read one emotion: hope. He wouldn't run, not now that he knew his disfigurements didn't matter to her. "I'll be back as soon as I can."

Taking those first steps away from her husband was the hardest thing she'd ever done. Stepping out into daylight, shockingly bright after the twilight gloom of her old home, she almost rushed back inside. After being parted from Otto for so long, she wanted nothing more than to be at his side and ease his pain.

But she squared her shoulders, lifted her head high, and began to walk away. She glanced back only once, and thought she glimpsed a red glow in one of the upper windows; Otto was watching her depart. She smiled, resisting the urge to wave. Waving at what looked to be an abandoned building would attract attention. Then she rapidly began to put distance between herself and her husband, before she could turn on her heel and run back to him.

As soon as she turned at the next block, putting the lab out of sight, Rosie slowed. She needed to find a taxi; the lab was too distant from her brother's place for her to walk home. _Home… _She almost laughed aloud at the thought. She could go home again! Home was no longer her brother's lavish penthouse, but the place she and her husband called their own. Even more so, home was her husband's arms.

There were no taxis in sight, so Rosie decided to head to the next street over. While she walked, she fished her cell phone out of the purse she'd slung over her shoulder. She'd been putting off checking her voice mail, dreading the inevitable panicked inquiries from her brother. She'd left in the middle of her own party; of course he'd panic. She had one message, but to her surprise, it wasn't from Michael, but Curt, asking her to call as soon as she got the message, no matter the time. The urgent tone made Rosie pause and dial her friend's number.

It took two rings for him to answer. "Rosie?" Curt's voice was a little breathless. "I'm glad you called. There's something-"

"Curt, I found him!" She couldn't contain her excitement. She glanced around to make certain no one was listening, then continued. "I found Otto! He didn't run. I have my husband back."

"Rosie, listen to me. Are you anywhere near a newsstand?"

She glanced around, but didn't immediately see one. She'd passed one on the last block, and she turned back. "I just left the lab, and there should be a stand nearby. What am I looking for?"

"The _Bugle,_" Curt said grimly. A chill ran down her spine. Something had spooked Curt… She had to wait for the seller to finish chatting with an elderly customer before she could request a copy of the morning's _Bugle. _

She didn't need to look any further than the front page to see what had panicked her friend: In huge black letters, the headline screamed at her, DOCTOR OCTOPUS RETURNS? Beneath this was a blurry photo, taken at night, of her husband's distinctive silhouette, with the caption WITNESSES REPORT SEEING MULTI-LIMBED MENACE FLEEING ACROSS THE CITY. "Oh my God… Curt, do you know if Michael has seen this?"

"I have no idea. The news hasn't picked up on it yet, and your brother doesn't read the _Bugle, _does he? He hasn't called me demanding to know where you are, so I don't think he has any reason to doubt the excuse I gave for your departure. I told him you went off with the Bakers," he said, before she could ask. It was a good excuse; the Bakers were colleagues of hers from the English department at ESU, people Michael didn't know by sight. And, they hadn't been able to come to the masquerade, so they wouldn't have been around after she left to answer awkward questions.

"I've got to get going," she gasped out, hanging up on Curt. Rosie sprinted to the curb, shoving aside a disgruntled businessman and slipping into the taxi cab he'd been about to enter. She tossed him an apologetic look, ignoring the pleased expression on the driver's face as his potentially temperamental passenger was replaced by a much prettier one. She rattled off the address of her brother's building, and the driver's eyes gleamed when he realized he had a potentially high tipper as a passenger.

The taxi pulled up at the penthouse, and Rosie tossed the driver a wad of bills without really looking to see how much she'd given him. She ignored the odd looks in the foyer as she sprinted towards the elevator, her rumpled white dress flowing behind her. She couldn't seem to get to the penthouse fast enough; she had the feeling that if she took too long, something terrible was going to happen. She searched for her keys, then realized she'd forgotten them and started pounding desperately at the door to Michael's penthouse, hoping that the housekeeper was still there. _Please, please, don't let Michael have read this. Don't let it be on the news. Don't let him know that Otto is alive! _The housekeeper opened the door, looking irritated by Rosie's dramatic arrival. Rosie ignored her anger and demanded, "Where's my brother?"

The housekeeper wiped her soapy hands on the towel she carried; clearly, she'd been washing dishes when Rosie had interrupted her. "He's having brunch with his wife at the country club," she said. "I believe he invited you to go along, didn't he?" It was the closest she'd get to admonishment from the woman; Rosie should have remembered where Michael and Lucy were going. This was good, though; if they'd gone out for brunch, then they didn't know about Otto. They never would have left without knowing Rosie was safe.

Eve had gone with them; Rosie was alone with the housekeeper in the penthouse. Not wanting to spend time in the woman's company, Rosie closed herself in her room. She flicked on the small TV set nestled in the corner, flipping through channels, looking for some sign that her husband had been spotted. So far, it seemed only the _Bugle _had picked up the story. As long as Michael didn't see this paper, as long as her husband stayed indoors until it all blew over. Speaking of Otto, she needed to warn him… in her haste to get home, she hadn't had time to call. She pulled her cell phone out of her purse and started dialing in her home phone number – and then, before she could push the last digit, her door swung open, and Michael entered. His expression was a mix of fear and anger, and he wagged something under her nose, something that looked horribly familiar…

"Rosie! What do you know about _this?" _Rosie's heart sank when she saw what her brother was waving around; Michael was holding a copy of that morning's _Daily Bugle._

To Be Continued…


	14. Storm

Disclaimer: All Spider-Man characters are property of Marvel. _Phantom _themes are courtesy of LeRoux.

Author's Note: Nearly daily severe thunder storms have inspired more rainy sequences. Sorry if they bore the rest of you, but that's what resulted. And I can't believe I'm almost done with this fic, though it's starting to look as if it's going to be a chapter longer than I'd first thought. Surprise, surprise... That seems to be the norm for me. First _Moonlight Becomes You, _and now this. But… it's almost over! When this fic is done, I shall start another called _Shot in the Dark, _which is a mystery. For now, though, enjoy! Oh, and this one is going to take place over a long period of time; I hope it's clear. This is mostly a Rosie-centric chapter, and I apologize, but at the moment, she has the most plot-centric events going on her life.

_**Musique de la Nuit**_

_Fourteen – Storm_

Rosie gingerly took the copy of the _Bugle _from her brother, pretending she hadn't seen it earlier. She skimmed the article, even though she knew every incriminating remark by heart. "I think you're overreacting, Michael," she said, struggling to keep her voice calm. "This could be anything. You've said so yourself; you won't read the _Bugle _because they doctor pictures and make up their own stories on slow news days. Remember the alien invasion article of 2002?" Her brother narrowed his eyes suspiciously, but he seemed to be listening. "No one else said anything about this, right? I didn't see anything on the news." For some reason, her voice had started to tremble, and she quickly turned it to her advantage. "I… I wish they'd stop using my husband like this!" she burst out. Tears sprang to her eyes, and to her surprise, they were real. "Haven't they done enough to him? He's dead; why can't they just leave him alone?" She let the paper fall from her fingers and turned away, not wanting her brother to see the tears that streamed down her cheeks. Now she knew why; she'd just found happiness again, and it seemed that the papers wanted to take it all away.

Her tears swayed her brother in a way her dismissal of the _Bugle'_s credibility hadn't.Michael placed a gentle hand on her shoulder. "I'm sorry," he said softly. "I… I shouldn't have shown you this…" He savagely kicked the _Bugle _to the side, as if it was the paper's fault. He drew her close, wrapping his arms around her shoulders. "I'm sorry," he repeated. She permitted the embrace, though it made her long for Otto's strong, familiar touch. She needed a shoulder to cry on, and Michael obligingly let her sob into his expensive suit. It took a quarter of an hour for her to regain her composure. _What am I going to do? _she wondered dully. _Maybe I managed to distract Michael from Otto for the moment, but he'll remember, and he'll be on the alert for anything suspicious._ She pulled back from her brother, wiping her eyes on her sleeve. She took a step backward, collapsing on to her bed, and stared forward. Michael sat beside her. "Do you want to talk about it?" he asked.

"No," she said, her voice hoarse from crying. They sat together in silence, and she could sense Michael's uncomfortable twitching. He was good at playing the overprotective older brother, but not so good at being emotionally supportive. He finally got up, casting one last, sad gaze in her direction, then left her room. Rosie didn't watch him go.

_He knows… not the truth, but he suspects I'm hiding something from him. _Maybe Michael had dropped the subject for now, but he knew his sister. If he thought she thought Otto was alive, he knew that she would try to find him – if she hadn't already. He'd tried to shield her from the truth; how would he protect her from the perceived threat her husband presented? He'd go to great lengths to keep her "safe;" a trait that had served her well in her teen years, but it wasn't welcome now. She turned the cell phone over and over in her hands; would Michael check to see who she'd called, or was she being paranoid? What if he did, and saw that she'd called the lab? It wouldn't even have to be on purpose; he could see the number in the cell phone bill and figure out what was going on behind his back. She _hated _this feeling of mistrust! Michael had always been there for her, and now… now she didn't even know if she could ever trust him again.

Instead, she dialed Curt's number. He didn't answer, so she left a message on his voice mail, asking him to call Otto and warn him to lay low, and that she had to stay away for a few days so as not to draw suspicion upon herself or inadvertently lead someone to him. She set the phone aside and threw herself backwards on the bed. Her husband was alive, he was out there, waiting for her… and she couldn't go to him. Rosie closed her eyes, but not before a tear slipped from her swollen red eyes. She didn't want to spend another minute of her life without him.

XXX

_She's not coming back. _The thought had wormed its way into his thoughts as he'd watched Rosie's receding figure through the upper window of the lab. He'd immediately squashed the poisonous thought, not wanting it to destroy the fragile feeling of hope, the first he'd felt in months. But three days had past since she'd parted, and she hadn't returned. She hadn't sent a note. She hadn't even called. _She said it might take time to work things out with Michael. _Time, yes… but if Rosie felt even a quarter of the ache that gnawed at him, she wouldn't have been able to keep herself away this long without contacting him in some way.

He'd spent three long, agonizing days sitting at the window, staring out through the actuators' eyes long past the point of developing a pounding headache, hoping for a glimpse of her. He didn't dare go out; he wanted to be here when she returned to him.

Only… she hadn't returned. Now, Otto paced the length of the living room, actuators swirling around him as they picked up on his agitation. _She doesn't want me, _a part of him wailed. _She finds me repulsive, she doesn't want to be stuck with a deformed, blind, hideous monster! _His shin slammed into the edge of the coffee table; during his erratic pacing, he'd lost track of where he was in the room. Swearing, he ordered the actuators to heave the table across the room, and he heard it impact the wall with a satisfying _crack. _There was something else, too… Otto crossed the room until he felt splinted wood beneath his bare feet, then began to feel around the wreckage until he found twisted plastic and spilled wires under his fingers – the actuators had thrown the table into the phone. _Stupid! _he berated himself. _Losing your temper like that… there's probably a good reason she hasn't called, and now… now she has no way of calling at all. _Otto gathered together the shattered pieces of the phone with some faint hope of rebuilding it, but he didn't need his eyes to see that it was beyond repair. This only increased his panic; he was suddenly, irrationally certain that she'd been about to call and say she was returning, and now…

Otto ran his fingers through his matted hair, scowling. _You're starting to lose it, _he told himself furiously. He was starting to sound like one of those insecure husbands who started seeing betrayal where there wasn't any. Rosie wanted to be with him; he'd felt it in her touch. Had she been repulsed by the changes his tragic life had wrought in him, he would have sensed it the moment she laid hands on him. _I need to get out of here._ He'd kept indoors, doing nothing except eat, sleep, and long for his wife to return to his side. It was little different from how he'd lived before their reunion, except that now this solitary existence had become intolerable. He was developing a case of cabin fever, and he had to find some way to alleviate it before he destroyed more furniture. Maybe he could make a food run; he was getting low on canned goods, and he craved something fresh. It was late enough that he could go out…

There was a loud _crack, _and Otto nearly jumped out of his skin. He clumsily whirled around, instinctively linking with the actuators' visual centers as he searched for the source of the sound. Then he laughed at himself; he really was losing it. Another rumble of thunder rattled the glass, heralding the arrival of another autumnal downpour. New Yorkers, indifferent to the every day muggings, purse-snatchings, and whatnot would be clearing the streets, hiding from the elements.

A lousy time to procure food… but somewhere, high above the drowned city, Rosie would be sitting by her window in darkness. Otto could picture the dreamy expression on her shadowed features, visible only when a flash lightning illuminated her face. He longed to see that look again… and under the cover of the storm, perhaps he'd have that chance. He could drop by Michael's penthouse unnoticed and assuage his fears.

Otto snatched up his mask and coat, then as an afterthought, took up the shredded black awning that had served him well before. His heart soared in anticipation as he stepped into the drenching sheets of rain, not even noticing when cold droplets wormed their way beneath his collar and tracing cold lines down his spine. The thought of seeing Rosie again was enough to warm him as he hurtled across the empty city, the cape-like awning trailing behind him. The thudding of the actuators was thunder, his swift passage a random gust of wind. He was the storm made flesh, and he reveled in the freedom. _Freedom… This is what I need. I don't want to stay hidden away from the world any more. Somewhere I don't have to hide my scars. Somewhere I don't have to worry about police or the media. _But would Rosie agree to leave everything behind?

XXX

Rosie gazed out the window, not really seeing the tangled skein of rain pathways on the window. Her gaze was directed inward, going over the past three days. She'd kept contact with her brother to a minimum, afraid her face might betray her husband. She only saw him during meals, tense affairs in which she'd keep her gaze downcast. Whether he saw this as evidence that she was hiding something, or just a continuation of her distress at the _Bugle_'s smear campaign leveled at her 'deceased' husband, he hadn't said. But he _had _been keeping a closer eye on her than normal; she'd overheard him questioning the housekeeper about her actions while he was at work.

She didn't know how much longer she could take this. Part of her wanted to just tell Michael the truth and pray that he understood. He was her big brother, after all, and she still harbored a little sister's yearning for an older sibling's approval. But he'd kept the truth from her, and had overreacted over an article in a paper known for its questionable stories. If he knew Otto still lived… Rosie wrapped her arms around herself. She wanted to be with her husband, but she didn't want to lose her brother in the process. _What am I going to do? _she wondered. She shut her eyes and leaned against the glass.

Thunder rattled the glass beneath her temple, but she didn't react. The thunder reached its crescendo, but the window pane still shook, and now she could hear a loud rapping underlying the dying thunderclap. She opened her eyes… and nearly screamed at the face hanging upside down outside the window, its black-streaked white mask making it look like some kind of demonic harlequin. Then she recognized the pale oval mask beneath the clownish design – she'd last seen it painted to resemble a skull, but the water-soluble paint had run in the storm. Her heart leapt into her throat as she flung open the window, ignoring the rain that immediately drenched her as she pushed her face to the screen. "Otto?" she gasped, not quite certain she believed what she was seeing. Her husband was clinging to the roof's edge with the stronger lower actuator pincers, with the upper two holding what looked like a shredded black tarp over him to protect him from the driving rain. He gazed at her with that smoldering red eye stolen from the upper left actuator.

"What are you doing here?" Rosie asked, shouting to be heard over the rain. She should scold him… but her heart was beating faster now that he was here, and she could feel a smile threatening to ruin her stern expression. He'd risked himself just to see her again… what woman wouldn't be flattered by that? "Are you crazy?" Perhaps not the best question to ask, Rosie realized the moment she said the words, but it was too late to take it back now.

"You didn't come back," he said, his voice slightly muffled by the mask and the pounding rain. "I was worried about you."

Rosie shoved at the flimsy screen separating her from her husband, frustrated that something so thin was keeping her from him. Seeing what she intended, one of the actuators suddenly surged forward, and she jumped back just as the screen bulged inward under the impact before popping out of the frame. Rosie leaned out on the sill, letting the rain sluice down her face. Her hair was immediately plastered to her scalp, and cold water dribbled down her back, but she didn't notice. "I told you it would take time. It isn't safe for you to be out here, Otto; didn't you get Curt's message?"

"I didn't get any message," Otto said, his harsh voice sounding puzzled.

"It's not safe for you to be out here; someone took your photo the night of the masquerade and printed it in the _Bugle. _Michael saw it; I had to keep away to keep you safe! You shouldn't be out," she concluded quietly, but she couldn't conceal her delight.

"I had to see you again," Otto said. He reached for her, lightly caressing her chin with his sodden leather gloves. "Life without you is so…"

"Empty," she finished, reaching out and brushing at a soaked lock of hair that had stuck itself to his mask. "I hate this, Otto… I want to be with you." Her probing fingers found the edge of the mask, and she delicately pulled it away from his face, handing it to the upper left actuator. She leaned forward and pressed her mouth to his, molding her lips to fit his inverted mouth. He broke the kiss first, saying apologetically, "I couldn't breathe; the rain's going up my nose." There was a twitch at the ends of his mouth, a faint turning of his scarred lips. With surprise, she realized he was smiling, and felt herself grinning in response. When, she wondered, was the last time he'd let himself smile like that?

"I'd ask you to come inside and dry off, but I don't think you'd fit through the window," she said teasingly.

"Why don't you come out here?" he asked. She wondered if he was joking, but it was difficult to tell. His once expressive face was no longer mobile thanks to the scars that stretched taut the skin across his cheeks. But he seemed to be serious.

"Out there?" she asked incredulously. "In the rain?" She felt a thrill of danger at the thought, but she knew Otto wouldn't let her come to any harm.

"Why not? No one is going to be on the rooftop garden in this weather, are they?" His grin widened.

Rosie stared at him, painfully aware that she must have looked like a landed fish. _But why not? _she thought, throwing caution to the wind. Michael and Lucy would be in bed by now, and as long as her door was locked from the inside, no one would suspect she wasn't in her room, fast asleep. And it would be unthinkable that anyone would be on the roof in this weather. "Catch," she said playfully, sliding off the sill and into her husband's waiting arms. She couldn't help glancing downward, feeling a wave of vertigo before, with a sickening lurch, Otto pulled them both onto the rooftop, setting her down before righting himself. Her nightgown was instantly soaked, and Otto wrapped his arms around her. With a _snap, _the actuators unfurled the awning, creating a tent over the both of them. The grass underfoot had become springy under the nourishing rain, and she took a seat. She was already wet, so she barely noticed as her robe soaked up the water clinging to the blades. Otto sat beside her, wrapping an arm around her shoulder. The heat of his body began to warm her, and she stopped shivering. She leaned against his chest, feeling her worries melting away. Otto leaned his mouth close to her ear, so he could be heard over the fury of the storm.

"Let's leave the city," Otto urged. "Come away with me. No over-protective relatives, no _Bugle, _no arachnid… Just us."

_Leave? Just like that?_ Rosie didn't answer immediately, and Otto didn't pressure her into an answer. She considered it carefully, weighing the pros and cons. If they left, it would be without any money beyond her own limited assets – she refused to let Otto rob a bank so they could live in luxury – and she'd be abandoning her brother and sister-in-law and their children… they'd be worried sick about her, even if she left them a letter explaining the situation. She'd have to cut off contact with _all _of her family, actually. But if they left the city, they could escape public scrutiny, and they could live without fear… all she needed to be happy was Otto. She could live the rest of her life with absolutely nothing, so long as she had her husband by her side. "I'll do it," she said. "Just give me a day to put my affairs in order."

"Thank you," Otto said, so softly she had to strain to hear it over the pounding of the rain against the overhead awning.

_Tomorrow… tomorrow we'll be free! _But tonight, they were alone atop the darkened roof, and may as well have been the only two people in the entire city. Lightning briefly illuminated Otto's face, and she could tell he was thinking the same thing she was. With a smile, he drew the awning closer around them, blocking them from view until they were just one more dark shape in the night…

To Be Continued…


	15. Hate

Disclaimer: All Spider-Man characters are property of Marvel. _Phantom _themes are courtesy of LeRoux.

Author's Note: Not much to say… Nearly finished! One more of my SM2 stories will soon be completed! Four out of six isn't bad, not bad at all. That's better than my record for other fandoms. And it means that soon I shall have to begin _Shot in the Dark, _my mystery. This was another tough chapter to write.

_**Musique de la Nuit**_

_Fifteen – Hate_

Otto's heart was soaring as he gently helped Rosie through her window. His skin was still warm where she'd touched him, and he felt as light as air. She'd agreed! Tomorrow, they were going to leave New York, and they could be together, forever. No one was going to keep them apart any longer. Just one more day… Rosie snagged his arm before he could depart, and she leaned forward for a good-bye kiss, which he eagerly gave. "Tomorrow night," she murmured, her voice breathless.

"Tomorrow night," Otto repeated. They'd worked out the details as they lay twined together under their makeshift tent, listening to the rain as it became a slower, steadier fall instead of the drowning deluge that had heralded Otto's arrival. Only the occasional rumble of thunder had broken the night's near-silence. Rosie was going to use the next day to pack lightly – there was very little she felt she needed, anyway, now that she had the one thing she truly wanted – and withdraw her money from the bank. She'd leave while Michael and his wife were both at work, and then slip away, leaving behind a note telling them not to worry, that she knew what she was doing. Otto's job was to acquire enough food for them both and secure a vehicle, and then… then they'd strike out towards the west, and hopefully find somewhere they could spend the rest of their lives in peace. How they would survive once they were outside the city was still a big question, but Otto knew that, together, they could overcome even the most insurmountable odds.

'Acquiring food' and 'securing a vehicle' meant stealing. Rosie hadn't asked and Otto hadn't explained, but he knew that she knew. It was a measure of her love for him that she didn't try to stop him, though for the first time since his accident, he felt guilty of his criminal lifestyle. He knew he was no longer able to just go to the grocery store and buy whatever he needed, like a normal person, and hadn't let it bother him before. But now he felt ashamed. He wanted to be a better man for Rosie. _This will be the last time, _he promised himself. _After this, Rosie and I will find another way to live. No crimes, nothing that will draw the attention of the law. _He felt that first twinge of exhilarated fear, reminiscent of the fear and excitement he'd felt back when he'd moved out of his mother's home to go off to college. It would be the start of another new life…

Food first, Otto decided. He didn't want to acquire a vehicle until just before they left; the longer he stayed the in city with a vehicle that had been reported stolen – which it would be, quickly, in this city – the more the likelihood of attracting the authorities. Better to wait until the last minute to snatch a car and make their getaway. With this is mind, Otto selected a grocer to hit on the way back to his lab, one far enough from his last robbery and lab so as not to alert the police that someone was operating in the area. It meant he'd have to carry a large load of groceries a greater distance, but with the actuators' assistance, it wasn't impossible. He'd have to do it quickly, however; the headache that had been steadily growing since he'd linked with the camera eye after leaving Rosie was nearly reaching the migraine stage, and Otto hadn't thought to bring any aspirin.

He'd chosen a larger grocer than he would normally have, feeling more brazen than usual with the knowledge that he was so close to taking leave of New York forever, and not a little desperate to finish his errand before the migraine reached its peak. The businesses to either side of it were also closed – confident Otto may have been, but he wasn't so stupid as to pull off a robbery where there were plenty of witnesses – and Otto slipped through the shadows behind the building unnoticed. Like most grocers, this one had a back door leading directly to the stock room, for the convenience of unloading shipments, and it took the actuators mere seconds to pick the lock and disable the alarm system.

Using the awning as a makeshift sack, Otto began to pull cans and packages off the shelf, rapidly filling the sack with the assistance of the actuators. Just a few more minutes, and he could be out of there…

…except that his luck had finally run out.

"Y'know, Doc, that disguise would be a lot more effective if you'd lose the tentacles. There're some pretty dumb cops in this city, but even they'd realize that any tentacled thief would have to be you." Somehow, Spider-Man had entered the store unseen by the actuators, and was perched upside down on the ceiling, seemingly unaware that he was defying the laws of gravity. Otto felt his heart plunge, even as the actuators fanned out in a defensive position. He didn't want to fight, not when he was so close to leaving… But could he make Peter understand that?

"Stay out of this, Peter," Otto rasped. He placed heavy emphasis on the vigilante's name, reminding him that, had he been so inclined, Otto knew enough to make the youth's life a living hell. The actuators strained against Otto's control, but he refused to let them strike at Spider-Man unless the vigilante forced him to react.

"I can't do that, Dr. Octavius." The humor was gone from Spider-Man's voice, and he hopped from the ceiling to the top of the shelf Otto had been emptying. Cans fell with a clatter as they were displaced by the arachnid's feet. There was a flash of light and a barely audible _click _from somewhere to their left, and Otto realized Spider-Man was posing for a camera. _So this is how Peter gets his Spider-Man shots… _And now photos of Otto would be plastered all over the _Bugle _come morning. "You've been pulling robberies ever since you drowned the fusion reactor, haven't you?" Sadness filled Spider-Man's voice. "Despite what you did for the city, I can't let you get away with this."

"And what am I supposed to do?" Otto snarled, letting one of the actuators lunge at Spider-Man's crouching form. Cans flew everywhere, and the shelf tottered and began to fall, but the vigilante easily evaded the blow, flipping over the aisle to the top of the shelf across from his previous perch. The camera _click_ed again, momentarily bathing them in a brilliant flash of light. "Try to lead a _normal _life? Pretend that nothing happened to me, that I didn't rob a bank or nearly destroy the city?" The actuator lashed out again, and this time, before dodging, Spider-Man webbed the pincers shut and tied it to the shelf. Rather than try to yank itself free and topple the shelf atop its host, it waited to be cut free by the foot-long blade of its twin. Spider-Man alighted on the floor before Otto. The camera clicked again, and Otto realized it must have been on a timer. "I haven't hurt anyone," Otto said. "I'm just trying to stay alive." He didn't see the need to disclose his plans to Peter; what if the youth shared Michael's concern and tried to prevent Rosie from leaving with him?

"Maybe not yet," Spider-Man said regretfully, "but I can't take that chance. Please, Dr. Octavius, just turn yourself in. Get help… you don't have to live like this."

Otto laughed harshly. "There's no help for me," he said coldly, and pulled off his mask. The camera eye was facing away from Spider-Man, so he didn't see the youth's reaction when the camera _click_ed again, and his ruined features were cast into sharp relief by the flash. He did, however, hear Spider-Man's gasp of horror at what was revealed. Otto didn't want to stay any longer; he didn't want to face the arachnid's disgust – or worse, his pity – at Otto's disfigurement, and he used the opportunity to flee, dropping the bag of groceries to keep them from slowing him. He didn't even try to keep under cover; he leapt through the shop front's glass window and fled as fast as the actuators could take him, no longer caring who saw him. He didn't care if Spider-Man pursued him; it no longer mattered. The young man's indrawn gasp at the sight of Otto's ruined visage had triggered his impulse to hide himself away as rapidly as possible before others could see. Even Peter, good-hearted, helpful Peter who wanted to save the world one person at a time, had reacted in disgust. Logic went out the window, and Otto jus _ran. _That Spider-Man seemed to be too stunned to follow only increased his self-loathing.

In a matter of hours, pictures of his ruined face would be plastered all over the _Bugle. _ But it didn't matter; he was going to be leaving the city with Rosie, the one person who could look past his scarred outer shell to what was inside. Their departure couldn't happen fast enough.

XXX

The stack of bills within the slim bank envelope was pitifully thin. Seven thousand dollars seemed like a lot of money, but it was nowhere near enough to support two people for very long, even factoring in the sacrifices they would both make. And, while Michael would have gladly loaned her – hell, he'd have _given _her – money, he'd want to know _why _she needed the money. Unfortunately, she couldn't think of a convincing lie to persuade him to give her the loan. This would have to suffice, for now.

Rosie stuffed the envelope into her purse, then left the bank and headed towards where the chauffer was waiting for her. Michael had insisted she use his car and driver while he was away, ostensibly as something a good brother would do, but she knew it was his way of keeping an eye on her. At least she didn't have any more errands to run; the bank had been her only planned stop. Now she just had to decide what she wanted to bring with her, finish writing the final draft of the note to her brother, and then slip away. She rested her cheek against the tinted window, watching the city roll by. She was tired of the paranoia, tired of the feeling of being watched, sheltered, protected, hidden… She just wanted to be with Otto.

The chauffer didn't usher her up to the penthouse, as she'd half expected, but he did linger long enough to ensure she went through the glass doorway and into the lobby. He needn't have worried; she planned to make her escape when the chauffer left to pick Michael and Lucy up from their respective offices, when the housekeeper was preoccupied making dinner. Rosie had already spoken to Eve, who would be home by then. As Rosie had suspected, the teenager had been delighted to defy her father by assisting Rosie in her flight, and had agreed to help distract the housekeeper while Rosie ran. All she had to do was catch a cab to her rendezvous with Otto, and then… She shivered in anticipation. It had only been a few hours since she and Otto had parted, but she missed him already. After so many months of living with his 'death,' even a few hours without him were pure hell.

She tried not to act any differently than normal as she accepted the lunch the housekeeper had made, nonchalantly thanking the woman and reading her novel over her food as if nothing demanded her attention, though she ached to hurry up and out of there, and go where she'd no longer have to feign happiness. Finally, she went to her room, locking herself in. She'd be uninterrupted for the next several hours; now that the inclement weather that heralded autumn's arrival seemed here to stay, it was no longer her custom to read in the rooftop garden. The housekeeper was used to Rosie keeping to her room.

Once the door was locked, Rosie dug her suitcase out of the closet. She chose not to bring any of the smaller cases that were part of the set; she wanted only what she could carry. She sorted through the outfits hanging in the closet, rejecting most of them before turning to her dresser. As she folded clothing and placed them within the suitcase, she realized with a pang that she was going to have to leave most of her books behind. She'd read them all, but there were certain volumes she loved to savor on cold winter days, wrapped in a blanket and seated next to the frosted window. Sometimes, Otto would bring her a steaming cup of cocoa and join her, and she'd read favorite passages aloud to him. Her hand hovered over one worn leather spine before drawing reluctantly away; first, she'd pack what she'd _need, _then, if there was any room, she'd bring a book or two.

One thing she refused to abandon was her music box. If she wrapped it in clothing, she could fit it safely in the suitcase, as long as she was careful not to jostle it around too much. She set it on her dresser, intending to pack it last. It would take up a lot of room, and she realized that she'd have to sacrifice her books to bring it. But she didn't want to carry it in her hands; it was heavy, and made an awkward bundle. It would be all too easy for it to slip from her fingers.

Before packing it away, Rosie wound the key, letting the slightly discordant music fill the room. She turned her back on it and went to her desk, where the half-finished letter to her brother lay. It was a mess of struck-through paragraphs and arrows noting where words should be inserted… and the margin was filled with doodles of a masked man in a cape, framed by four long, twisting serpents emerging from his spine… It was the hardest letter she'd ever written, thanking her brother for all he'd done for her, and telling him not to worry, that she knew what she was doing, that this was what she wanted. She didn't tell him that she was leaving with Otto, but he'd have his suspicions, even though it was still only a rumor that her husband lived. Michael would probably look for her, but by closing her bank account and canceling her credit cards, she hoped to make herself harder to trace. And maybe, after awhile, he'd accept it and leave her alone.

She fished out a fresh leaf of paper and began copying the letter in her elegant script, so absorbed in her work that she failed to notice when the tinny music came to an end, leaving her in silence. Nor did she hear when her door opened and her brother entered the room, until Michael noisily cleared his throat. Rosie's head shot up, her gaze darting to the clock on her nightstand. Michael was home early… She felt the first stirring of unease, which became full-fledged alarm when she saw the look on her brother's face. "Lucy called me at the office and told me to check the news," he said tonelessly. "We came straight home to make sure you were okay." He took in Rosie's puzzled look, asking, "You haven't seen it?" Rosie shook her head, though her stomach was in knots because she _knew _what was coming. "Spider-Man caught a masked man in the act of robbing a grocer last night. Rosie… it was Otto." He held the two newspapers in a shaking hand.

Rosie took the first of the papers, and felt the blood drain from her face. It was another edition of the _Bugle, _but unlike the previous copy that had panicked Michael, this one had a very clear photo of her masked husband and the actuators poised in the air around him. There could be no doubt as to his identity. _Oh, no… _The second paper Michael had handed her was the _Globe, _which was far more accurate in its reporting. While the photo on the first page wasn't as good as the one on the _Bugle, _the shot of her fleeing husband was clear enough. Otto had been seen, and more than once. And now… now everyone _knew_ that he was alive.

"It isn't just the papers; there's actual footage of him robbing a store that was recorded by a camera atop an ATM across the street. You haven't seen it? It's all over the news," Michael said dully. "But then," he nodded towards the suitcase, "you already knew, didn't you?"

Rosie's mouth was dry, and she cast her gaze about, seeking escape. He'd caught her… she couldn't deny it, not when the evidence was so plain. He'd never believe her if she said she was fleeing from Otto, not after the way she'd broken down over the _Bugle_'s earlier mistreatment of him. There was only one thing she could do, and that was face up to the truth, and pray that Michael understood. "I knew," she said. "I've known for awhile now that he's alive."

Michael showed no surprise at her confession; he showed no outward emotion at all. But from the grim set of his jaw, she knew he was furious. "Rosie, you're not going to that… that monster," he said, keeping his tone level. "I forbid it."

Rosie had been determined to keep a rein on her emotions, to discuss this rationally. But to hear her brother call Otto a 'monster' broke down her resolve. "What did you say?" she asked slowly, coldly.

"I forbid it," he repeated. "I won't let you be hurt by a mad man who tried to destroy the city! He's obviously intending to continue his criminal lifestyle. This is for your own good, Rosie… I don't want to see you hurt."

"He's stealing _food, _Michael! Hardly part of some dastardly plot to put the city under siege! He's just trying to survive."

"And that's the kind of life that you want?" Michael asked, stunned. Clearly, he'd been surrounded by wealth for so long that he couldn't imagine life without it. The thought of her eking out an existence with no assets of any sort must have been appalling to him.

"What I _want_ is a life with the man I love, no matter what sacrifices need to be made. I'm a big girl, Michael, I can make my own choices. I appreciate all you've done for me, but I want to be with Otto. He needs me, and I need him." Rosie folded her arms across her chest and held her head up defiantly.

Angrily, Michael threw out his hands, and the tips of his fingers brushed against the music box sitting on Rosie's dresser. The force of the impact knocked it sideways, to the edge of the dresser, where it teetered perilously for a second… then pitched forward over the edge. Rosie could only watch in horror as the gift from her husband seemed to fall in slow motion, then hit the floor. The ceramic shattered, and the music box played a few discordant notes, a death knell, before falling silent forever. The only whole piece that Rosie could see was the upper torso of the little Phantom, and Rosie dropped to the floor in a futile attempt to collect the fragments, though in her heart she knew it was irreparable. She bit back the screams welling up within her; Michael hadn't intentionally destroyed one of the few possessions she truly valued. "I'm sorry," Michael muttered, put off by this turn of events.

"I'm going to him," Rosie said, scooping up the little half Phantom and examining its cracked mask. He shared so much in common with her husband…

"I can't let you do it." Michael was going to stand firm. "Please understand, I'm not trying to be cruel; I'm doing this for your own good."

"Michael!" Rosie's face jerked upwards to glare at her brother. "Don't you see? This isn't the 'wrong guy' that every girl dates at least once in her life and needs to be protected from, this is my _husband! _Yes, the accident changed him, but Otto would never hurt me! If you don't trust him, Michael, then trust _me. _He isn't dangerous! You don't have to protect me from him! Please, can't you understand? Let me go to him, Michael. Please. If you love me, then let me go."

XXX

Michael closed the door on his sister's hysterics, but he could still hear her screams through the wall. His wife, Lucy, was waiting for him in the hall, her face drawn with concern. "What did she say? _He's _not going to come here, is he?" Her fear was evident, and he knew there was little he could do to assuage it. "What if he hurts Eve?"

"She says he won't," Michael said, though he couldn't say it with any conviction. Lucy's pale eyes were wide with horror. "Don't worry," he assured his wife. He held up the cell phone he'd confiscated from his sister. "She won't be able to call him, and I'll have the housekeeper keep her from leaving. I've decided," he said heavily. "I'm going to send her to live with our cousin Rebecca. Keeping her here, near _him, _is a mistake. Once she's gone, we'll be safe."

Behind him, through the closed door, he could hear the screams of "I hate you, Michael! I HATE YOU!" He shut his ears to her cries.

To Be Continued…

I'm not quite satisfied with the argument between Rosie and Michael, but at least it does what it's supposed to do…


	16. Fire

Disclaimer: All Spider-Man characters are property of Marvel. _Phantom _themes are courtesy of LeRoux.

Author's Note: Some time-jumps here, but I don't think they'll be too hard to follow. I hope. It also seems a bit… I dunno, _fast_ to me. This was a hard chapter to write; I couldn't decide whose POV to use for the end, and it didn't work when I tried it with just one person, so I used everyone. Sorry for the jumping around. Bring on the torch- and pitchfork-wielding angry mob…

_**Musique de la Nuit**_

_Sixteen – Fire_

For what must have been the thousandth time, Otto queried the actuators as to the time. They answered him irritably; only seconds had passed since he'd last asked, and even the machines had limits on their patience. _Where is she? _Otto thought desperately. Though he and Rosie hadn't set an exact time for a meeting, it had long since passed the timeframe in which his wife had expected to make her escape and cross the city to their rendezvous. Otto paced the abandoned warehouse nervously, keeping careful to stay within reach of the stolen vehicle; every moment, he expected the police or Spider-Man to descend upon him and lock him away from his Rosie forever. The actuators twisted through the air uneasily, straining to watch every direction. He knew constant questioning wasn't making sentry duty any easier.

But he couldn't help it; so much hinged on them making their escape tonight. The public now knew Otto still lived; worse, the _arachnid_ knew, too, and he'd hound Otto until the scientist was in prison, or worse. They needed to get out of there before the police stirred from their somnambulance and made a concerted effort to bring him to justice. And Rosie's brother would hide her away from him, this time someplace where Otto would never find her. They needed to escape now, before they were separated forever…

He was desperately frightened that it was already too late. Rosie should have been here by now, even factoring in the possibility of her taxi being caught in traffic. No, something had gone wrong. _Michael saw the _Bugle, he thought with grim certainty. The photo of himself battling Spider-Man had been plastered across the front page – mercifully, Peter hadn't chosen the picture where Otto bared his face to the world, but the chosen shot had shown him fighting the vigilante. He cursed himself inwardly; he knew he shouldn't have attacked the youth, but he'd panicked. If he'd just spoken to Spider-Man reasonably, would he have held back on selling the photos? _Too late to fret about that now_, he thought. He'd give Rosie one more hour, and then he'd risk a jaunt across the city to find her.

He just prayed that he wouldn't be too late…

He lasted forty-five minutes. Nerves shot, Otto threw caution to the wind and exited the decrepit building, keeping to the shadows. If he'd stayed any longer, he knew he'd suffer an emotional breakdown. Fortunately, darkness had fallen, and with the assistance of night's concealing cloak, he made it across the city without drawing the attention of the police, or Spider-Man. _Odd… I would have thought he'd be on the lookout for me after last night's performance. Am I so repulsive that he can't bring himself to be in my presence? Perhaps there's an upside to my disfigurement, after all. _That brought a bitter laugh to his lips. But the grim humor didn't last as he advanced across the building tops; the situation was far too serious.

His head was throbbing by the time Michael's building loomed into sight, and Otto ducked into the deep shadow cast by a high cornice stone to fish out his container of pain reliever and swallow two dry. Using the camera's zoom function, he examined the penthouse, seeking any sign of increased activity. _Nothing. _His twisted frown deepened; he'd been expecting some sign that Michael was expecting him; maybe not something as bars on the windows, but he wouldn't put it past the man to hire bodyguards. _Not that any bodyguard could stand against me, _Otto thought with a flash of arrogance. But he didn't want trouble for Rosie's family… quite the opposite. He just wanted to take his wife and leave.

Wary of a trap, Otto crept towards Michael's building, going by way of the taller neighboring edifice as he had before, leaping to the rooftop garden below from its greater height. The transplanted grass cushioned his landing, muffling the sound of impact. Still, he tensed, waiting for unseen attackers, despite the assurances of the actuators that there were no heat signatures in the immediate vicinity. Otto wished their heat scanners were sensitive enough to pick up human heat signatures through the roof of the building, but the pipes running through it distorted the image. Otto crept to the edge of the building directly above Rosie's bedroom window and lowered himself down, still ready to take flight should her room contain armed guards.

But it was… empty. _They moved her, _Otto realized, mentally smacking himself. Of course; it was no secret that he could scale buildings as easily as Spider-Man, and leaving Rosie in a room with a window large enough for her to slip out of was like inviting him to come and steal her away.

Otto's shoulders sagged. Either they'd moved her into the center of the penthouse, where there were no windows, or she was gone where he wouldn't be able to find her. His fists clenched. _There is no such place; I would store Heaven itself to find her, _he vowed. He was going to turn away, when something caught his attention. Her desk was beneath the window, and it was covered with jagged white shards and a fragile, twisted mechanism that he realized had once been part of a music box - the _Phantom of the Opera _music box he'd given her as an anniversary gift. Atop the gathered shards were two dried flowers; roses. From the twist of ribbon around one of the shrunken stems, he recognized them as the roses he'd given her before she'd discovered he'd lived.

And beneath that peculiar shrine was a corner of paper with the doodle of an eight-limbed figure on it.

It was obviously meant for him; he knew his Rosie, knew that she would do anything to contact him. The window was open a crack, enough for the actuators to slip a pincer claw beneath and force the window upward. The screen had been only loosely reset where he'd pushed it inward during his visit; the slightest pressure was enough to free a corner so an actuator could slip inside and pull the paper free. Clutching it in his hand, Otto sped down the building's face, half-fearing he'd sprung a trap and that its jaws were now closing in on him. He didn't stop until he was several rooftops away, beneath an antenna array. With shaking fingers, he infolded the paper, bringing it as close as possible to the camera in his mask to better see the words printed in Rosie's familiar, if hurried, hand.

It confirmed his worst fears, and his heart plunged to his feet. But then he read on, and felt a glimmer of hope. It contained a crude plan of escape, ending with the words: _We'll be together again. I promise. We WILL be free…_

XXX

Even though the men Michael had hired were currently out of her sight, Rosie could sense their presence. There were four of them at any given time, professional bodyguards more dangerous than any police officer, and certainly better armed. Two of them stayed within the penthouse, making routine circuits around the spacious domicile, while the other two were stationed atop the rooftop garden, to the annoyance of the building's other tenants who used the garden. Their job was to protect Rosie; should Otto show himself within a block of the building, their job was to bundle her up and get her out of there. Michael had hired them the morning after their argument, and they'd been here at all hours of the day ever since. They only let her out of their sight to use the bathroom; even now, ensconced in her room, she had to keep the door open so they could check in every five minutes or so to reassure themselves that she hadn't been abducted by her super-villain husband. The only positive side to their presence was that they kept away the reporters whose penetrating questions about her husband drove her to tears. And the guards satisfied the police, who had wanted to put her under _their_ protection – in the hopes of using her as bait to lure her husband into the open. Better these silent, anonymous men than a police officer who didn't quite believe she didn't know where her husband was hiding…

At least it wouldn't be for too much longer, she thought dully, surveying the cardboard boxes scattered around the room. Tomorrow, the movers would come and take all her stuff, driving it to her new home, away from New York City. And three days after that, she was going to the airport, to catch a plane for California, so she could go live with her cousin Rebecca.

Or so they thought… Michael had made her flight plans immediately after storming out on her, and had told her about them immediately afterward, driving home that this was, in fact, reality. Even though Michael had moved her to one of the penthouse's inner bedrooms, one that didn't have a window, later that night, she'd still manage to write a quick letter to Otto, informing him of Michael's plans – and just when she'd be in transit to the airport. The letter had been gone when she'd checked the next morning, and her faith that Otto would act on it was unwavering. She wouldn't be going to California… she and Otto would be together again, and this time, nothing would stop them from spending the rest of their lives together.

The thought was the only thing that made her current situation bearable. Keeping her eagerness concealed from her family – and the damned bodyguards – when she was supposed to be depressed wasn't going to be easy, but she'd do it. Nothing was going to keep her from Otto again. _Nothing._

XXX

Otto was glad he couldn't see the bare, empty rooms of the apartment portion of his lab, but he could feel it. The vast, open feel of an empty expanse could be sensed even by one who didn't have sight, and that emptiness seemed to press in on him. The past few days spent in the empty lab had been nerve-wracking, as if he were adrift in a vast sea of nothingness. Added to the constant fear that the police would perform another sweep of his safe haven, Otto found that he was on the verge of a breakdown. His limbs trembled, his head ached constantly, and his appetite dwindled to nothing.

The night he realized he wouldn't be leaving with Rosie, Otto had fled back to his lab, hoping the police hadn't yet staked it out. He'd swiped several cardboard boxes from a recycle bin behind a McDonalds on the way back, and after making certain the police hadn't yet checked the lab, he'd packed everything he owned that he wanted to keep and hadn't been ruined in the reactor disaster, and shifted it all to another location, then set about making the lab look as if it hadn't been lived in since the disaster, with the possible exception of an opportunistic homeless person. He'd then mapped out an escape plan, should the police come and he needed to bolt. He'd barely managed this before the police finally came – Otto was surprised they hadn't come sooner, but the lab seemed almost too obvious a place for him to hide, and had probably figured that he wouldn't conceal himself somewhere so easily connected to him. Still, they'd checked the place over two more times during the week he'd waited to make his rendezvous with Rosie. He knew he should move, but he couldn't do it. It had been his home for too long; he knew it well, even without sight to guide him. He didn't want to learn a new place, not when he wouldn't be staying there long.

It didn't matter now. In an hour, Michael's car would take Rosie to the airport – but they'd never get there. Otto had planned the ambush carefully, going over it in his head several times before finally accepting that it would work. He needed to ensure that the police could do nothing to stop him – and that Spider-Man wouldn't be on the scene. Otto pulled his coat on, then fitted the mask to his face, opening the link between his mind and the camera eye. He needed to leave now, if he was to make his way stealthily across the city without attracting attention.

He left the lab through an upper window and launched himself to the closest building as quickly as possible, aware that there could be police keeping an eye on the supposedly empty laboratory. Making his way across the city in broad daylight was more difficult in the day, and Otto was sometimes forced to find a new way around when obstacles presented themselves. But he made it to his destination at least ten minutes before Rosie was scheduled to leave for the airport; he had about twenty minutes before Michael's car appeared on the road below.

His perch was a massive building with stone facing and gargoyles; one of the older skyscrapers, before the glass-and-metal design became common. Otto lay flat atop a gargoyle situated on the building's corner, in the blind spot of the windows, some ten floors above the ground. An actuator, viewing the road with the camera's zoom function, would have been the only part of him visible to bystanders below. And as for Spider-Man… he wouldn't interfere. There'd been an anonymous tip to the police that Doctor Octopus had been sighted heading in the direction of the East River, where several abandoned buildings barely stood, supported only by rotting timbers. Any one of them could hold his hideout, and hopefully, the police would search them all. With Spider-Man's assistance…

Further helping him was the traffic congestion below; at all hours between dawn and dusk, this particular road had traffic snarls that weren't easy to navigate. It would slow Rosie's car – and any police aid her bodyguards called in.

Through the actuators, he watched the vehicles pass beneath him. Finally, he spotted the elegant vehicle that was Rosie's conveyance; not a limo, but with its size and elegance – and no doubt enormous price tag, it may as well have been. Otto rolled off the gargoyle, freefalling for sixty feet before two actuators snatched the fourth floor ledge and slowed his plunge, and he came to rest on the second floor. From there, Otto leapt atop the roof of a taxi, which sagged inward under his weight. He then launched himself to a silver Impala, which groaned with the impact, and from there to a sleek black Hummer, which didn't so much as shudder when he alighted. This brought him within range of Rosie's car, and he double-checked the license plate to ascertain he had the right car before making the final leap.

The impact jarred him, but he acted quickly; the serrated blade ejected from the lower left actuator and carved a hole in the roof. He could hear activity below, the sounds of a scuffle: Rosie was trying to incapacitate her bodyguards. While she didn't have the strength to bring down trained professionals, even if she did have the advantage of surprise, she did manage to keep them from firing their weapons. The upper right actuator slipped into the hole and wrapped its smaller inner tentacle around Rosie's waist and lifted her up. Her face was flushed and her hair was a mess, but she gave him a wide grin when she saw him. "Brace yourself; it's a wild ride," was all he said, though he wanted to say so much more to her. The three actuators launched him over to an SUV, then to another taxi before they reached the road's edge and Otto was able to transport himself via the buildings.

They'd gone four blocks before Otto set Rosie down to better adjust his grip on her, and to make certain she was unharmed from their rapid flight. But before he could ask, Rosie removed his mask, threw her arms around his neck and kissed him deeply.

XXX

The police called Michael at his office, and his secretary was present to see him drop the phone with limp fingers as he received the news. But he recovered surprisingly quickly, picking up the phone and pressing it back to his ear just as the police sergeant was saying that a helicopter had spotted them traveling across rooftops. He'd tried to shake them, but they had driven him relentlessly, until he'd gone to ground in an abandoned cluster of warehouses along the Hudson River – not the East River, as they had expected and were currently searching, meaning they would have to wait for their scattered forces to cross the city before they made a move.

"Where are you?" Michael demanded. "I want to be there."

"Mr. Stanton, I wouldn't recommend-" the sergeant began.

"She's my sister! I might be able to talk her out of this madness. Just give me the opportunity; I don't want to see her hurt."

"All right," the sergeant said, though Michael could hear his reluctance. "But at the first sign of danger, we're pulling you to safety." He told Michael that there was a plainclothesman with a car in the vicinity, and that the man would meet him in front of Michael's office building and take him to the site. Michael appreciated that; from what the sergeant had told him, his chauffered car was a mess, and his driver was badly shaken.

The car was waiting for him by the time Michael exited through the building's main lobby, and the plainclothes cop beckoned him into the front seat of his car, a nondescript vehicle with a flashing light on its roof as the only indication of the man's real occupation. The man drove as though he were on a NASCAR track, and Michael clung, white-knuckled, to the door handle. They crossed the city in record time, and skidded to a halt in front of a police barricade. The policeman escorted Michael through the barrier and left him with a man who introduced himself as Sergeant Lu. "We believe he's holed up with your sister in that warehouse over there," Lu pointed at a dilapidated structure that looked as if the slightest wind would knock it over. "We're sending the SWAT team in now."

XXX

The air of the abandoned warehouse circulated sluggishly in the wind leaking through the cracked window panes, sending dust motes swirling through the air. Rosie sneezed, and Otto fished out a handkerchief from his pocket and passed it to her. She flashed him a grateful smile before it was obscured by the cloth as she held it to her nose. They were crouched behind a stack of rotted crates, with one of the actuators acting as sentry. It would only be a matter of time before the police finally dared to enter.

The helicopter that had spotted them had clung to their trail tenaciously, and Otto, laden with Rosie, couldn't maneuver as quickly or acrobatically as normal. The helicopter had dogged his tracks and called in backup, leaving him with three copters to evade instead of one. He'd finally made it to the abandoned warehouse where he'd stashed the stolen vehicle, but there was no way they could make an escape; the police had the place surrounded, and Otto's sensitive hearing could pick out the sound of the helicopters still circling the warehouse. If he ventured out, he'd be shot down. Worse, a stray bullet could hit Rosie, and he refused to risk her.

"Here they come," Otto said softly. Rosie nodded, ducking to make herself as small a target as possible. With precision that spoke of hours of drilling, the Kevlar-armored SWAT team members filed through the main door and took up positions along the walls nearest the door. There was no cover for them – all the crates and corroded metal canisters that had been left within the building were on Otto's side of the warehouse. They compensated by carrying heavy shields… but these shields weren't designed to withstand the impact of the heavy crates flung like missiles towards them. Otto threw two of them, scattering the SWAT team, who were still holding their fire so as not to harm Rosie. When Otto's actuators picked up a metal canister clearly labeled with several 'hazardous waste' and 'flammable' symbols, the SWAT team pulled back before the rusted metal hit the ground and the fragile metal shattered, leaving a spreading, noxious pool.

They were gone for now… but they wouldn't be gone for long… Otto knew, with grim certainty, that they wouldn't leave him alone until he was in custody… or dead.

XXX

Everything had taken on a dreamlike quality to Michael. Sergeant Lu led him as far into the warehouse as he dared, behind the line the SWAT team had staked out. He was handed a megaphone, and he made an impassioned plea to his sister to come back. Later, he wouldn't recall what he said, but the tears streaming down his face were testament to the emotion with which he'd spoken. He hadn't expected his words to sway his sister, barely visible crouched behind a crate, and they hadn't. Sergeant Lu assured him they'd find another way to extract Rosie from Octavius's possession. Difficult to believe, since the SWAT team couldn't even get near him, and they didn't seem to be in any rush. What were they waiting for?

His answer came in the form of the shattering of one of the windows, shards of glass trailing a blue and red missile that hit the floor, redirecting his flight towards the masked, tentacled figure. They began to grapple, a battle consisting of breathtaking acrobatics and the flinging of heavy objects. A police officer grabbed Michael's arm and tried to pull him away as one moldy wooden plank hit the ground less than a foot away from him, but he was riveted to the spot.

XXX

Rosie fell to the floorboards with a yelp as Otto pushed her out of the way of the flailing actuators and the red-clad fists and feet that moved with inhuman speed and accuracy. She backed out of range, but stayed close enough to watch as her husband defended himself from Spider-Man. Her heart pounded as she tried to follow a battle that happened faster than the eye could see; she'd never seen her husband fight before, and it stole her breath away. He was so powerful…

Hands closed around her shoulders, and she gasped. She thrashed, struggling to break free of the iron grip, but the man who held her wasn't going to be shaken off. He began to pull her back, away from her Otto. She wanted to scream out to him, but her captor had put a hand over her mouth. Otto hadn't even noticed; all his attention was focused on Spider-Man, who had landed a hard kick on his jaw. The actuators twisted around, attempting to grab the vigilante in their pincers, but he slithered out of their coils and sprang out of their reach.

The SWAT team member who had taken the initiative and retrieved her while her husband was distracted hauled her halfway back, then was joined by his teammates, who fell in around her, 'protecting' her. Rosie's heart sank as every step took her further and further from her husband…

XXX

Michael was stunned to see the sight of his sister in the arms of the police officer, fighting like a wildcat. Her hair was wild and her eyes were strangely bright, and she had curled her fingers into claws. The SWAT man held on to her as though he feared letting her go. He gave Michael a better-you-than-me look as he passed her over. She went limp in his grasp, but her eyes never left the battle between her husband and the arachnid, which had moved out of sight behind several of the large chemical canisters. Fingers tensed on triggers, but no one fired – no one wanted to risk hitting the canisters.

Spider-Man ricocheted off the wall, planting a kick on Octavius's chest. The man staggered backward, and the tentacles thrashed as if they'd suddenly lost control. One of them hit three of the canisters, which rocked dangerously, lost their balance, and fell. The corroded metal broke on impact with the floor, and the liquid spread in a puddle around them. Octavius slowly picked himself up, then unsteadily lunged towards Spider-Man, the tentacles preceeding him. Spider-Man sprang, and the tentacle struck the floor where he had been, and sparks flew from where it scraped a metal rivet.

The fire roared into existence, fueled by the old warehouse's dry timbers and the volatile chemicals which were still spreading across the floor, lapping against other canisters which also went up in flames as soon as the line of fire hit them. There was an urgent tug on Michael's jacket as the police tried to drag him and his sister out of there, but neither of them could pull their eyes away from the drama unfolding before them.

The fire spread rapidly, and was soon climbing the walls behind Octavius and Spider-Man, backlighting their heated battle and giving them a sinister glow. "We need to get out of here!" Lu shouted into his ear, and this time, slowly, Michael began to follow the evacuating police, with Rosie dragging her feet behind him. A gasp made Michael look back; a huge timber had fallen, pinning the tentacles beneath it. Octavius was struggling to pull loose, but it proved too heavy to move. Spider-Man was backing away as the fire devoured every safe perch, and every line of web he shot out was quickly consumed by the fire. There was no way he'd be able to help the scientist…

Then Rosie looked up at Michael, her eyes dark with sadness. "I love you, Michael," she said, with an air of finality. And then, Rosie pulled back her fist, putting her weight behind a punch to Michael's gut. With a _whuff_ of expelled air, Michael doubled over, losing his grip on Rosie's arm. By the time he'd recovered enough to straighten, Rosie had sprinted across the floor, skirting around the burning timbers, charging through the blazing ring surrounding her husband and making it to Octavius's side, with smoke gently curling up from her singed clothing and hair.

Michael's last glimpse of his sister was to see her bending over her trapped husband in a futile attempt to pry him free, completely oblivious of the huge, fiery beam that had torn itself loose from the roof overhead and was plunging straight towards them.

XXX

The inferno blazed for nearly two hours, the chemical flames defying the streams of water jetting from the hoses wielded by the firemen. Finally, they'd been forced to back off and let it burn itself out, only acting to keep the fire from spreading. Once the final flames guttered out and died, the firemen entered, but with no hope of finding survivors. After sorting through the charred timbers and scorched metal littering the unstable floor, they finally found human remains – two skeletons, the bones so fragile that they crumbled to ash the moment they were touched. Scattered around the skeletons were several dozen blackened, curved metal links, loosely held together by melted wires in colorful puddles that had been their plastic coating. There was nothing left of the actuators that could be salvaged and put to use.

An extensive search yielded only one thing that had survived the fire relatively unscathed, found nestled beneath a cracked timber that had protected it from the worst of the flame, and passed to Michael Stanton to identify: a simple oblong mask, blackened by the heat and with cracks radiating from the left eyehole. Michael stared at those blank eye sockets for a long time, and then let the mask fall from nerveless fingers to shatter on the pavement.


	17. Free

Disclaimer: All Spider-Man characters are property of Marvel. _Phantom _themes are courtesy of LeRoux.

Author's Note: C'mon… you didn't seriously think I was just going to end it there, did you?

_**Musique de la Nuit**_

_Epilogue – Free_

The city had breathed a collective sigh of relief upon waking the next day to find that they were now free of another super-villain. Even better, they had _proof _that Doctor Octopus wasn't coming back to haunt them; his body had been found. This wasn't like the mysterious disappearance of the Green Goblin, who some still feared would put in an appearance. The tentacled menace was dead. Details of his death were splashed across the front pages of every newspaper, with photos of burnt-out husk of the warehouse where the doctor had made his last stand. Most of them were rambling narratives about the 'multi-armed menace' and his 'reign of terror' that was now at an end. Entire paragraphs were devoted to his abduction of his former wife, who it was said had been taken against her will. Never mind the bond of love they had shared before the accident; the papers all portrayed Rosie as a victim of his madness.

There were some in the city, however, who saw through the paper's lies. High above the buildings, swinging through the deep glass-and-metal canyons on a slender, fragile filament, New York's vigilante was lost in thought. The reaction of the city sickened and appalled him, though it was no less than what he expected. They saw only the monster, not the man that Dr. Octavius had been. With that in mind, Peter Parker had put aside his camera and tried his hand at writing. He'd spent the entire night, Mary Jane at his side, composing a eulogy worthy of Octavius. It had been the most heartfelt piece of prose he'd ever written, and had even moved Mary Jane to tears. That morning, he'd taken it to the _Globe, _and left it for the editor. He'd refused to give his name, or take any money. The editor had promised it would be in the evening edition of the paper; the _Globe _had always been far more interested in presenting both sides of the story than the _Bugle. _

Another web snapped out; Spider-Man flowed forward, body arced upward, and then he released the end of the web. For a moment, he was in freefall, and gravity tugged at his body, fighting the momentum that kept him moving forward and upward. Up here, away from the fearful citizens beneath, he had the time to think clearly, with no distractions unless his spider-sense picked up on something. Now, out of sight of the _Bugle, _the frightened citizens, Mary Jane, he laughed, long and loud, mixed with whoops and howls of delight. His cries carried to the people below, and several scurried away, wondering what had driven their vigilante mad…

Several blocks away, in the wealthier district, people dressed in sober black garments filled Michael Stanton's penthouse, wearing identical expressions of false pity and sorrow. They hadn't been his sister's friends; most of them saw this as an opportunity to ingratiate themselves to a wealthy businessman. The only people attending who were truly saddened by Rosie's death were his wife and daughter, and his two sons, who had arrived that morning for Rosie's wake. The answering machine was filled with messages from other relatives, expressing their regret at not being able to make it to the wake, though many would attend the upcoming funeral.

As for his brother-in-law… The guests were oh, so careful not to mention him. They tiptoed around the subject, as though only one had died in the fire, not two. Michael skirted the advances of two of his business partners, ducking into his den and locking the door behind him. He didn't turn on the light, instead letting his eyes adjust to the dimness before making his way to the bar and pouring a strong drink. He wandered over to one of the windows, opening the blinds and staring out at the gloomy gray city below. He leaned an arm against the glass, pressing his forehead to the pane and looking outward. The day was cloudy, overcast, the ideal atmosphere for such a sober occasion. And yet, despite it all, Michael couldn't repress a grin. He took a sip from his glass, then raised it as if to toast the red-and-blue blur that shot past…

In an equally dim den, this one less lushly appointed, Curt Connors sat at his desk, staring off at nothing. A drink sat warming at his elbow, untouched and forgotten. A copy of the morning's _Daily Bugle _lay beneath a stack of papers detailing Curt's latest research into reptile limb regeneration. There was a sound at the door, and Martha came in. She said nothing, but walked to his side, seating herself on the arm of his chair and wrapping her arms around his neck. There were no words; they would only spoil the moment.

It was for the best; were Curt to speak, he may have inadvertently revealed that it wasn't sorrow that had driven him to his den…

And beyond the city's limits, a van was parked in a rest stop along the coast. A woman with short blond hair and dark eyes stared out at the ocean, taking it in for the final time. The water was a stormy gray, a mirror of the sky above, and waves crashed against the shoreline in a violent serenade. A long distance away, the jutting fingers of skyscrapers were visible, but New York had become diminished, and it wasn't just because of the miles between her and the city. The woman squeezed her eyes shut, listening to the arrhythmic tempo. Behind her, there was the sound of snapping cloth, and the woman turned from the city and ocean to face the man approaching her with hesitant steps. He had wavy black hair and a thick beard set against mocha-colored skin, and wore a long, cream-colored trenchcoat, which flared around him as the wind caught the ends. In one hand, he held a bundle of sticks that could be rapidly formed into a white cane, but he was determinedly making his way towards her without its assistance. When he was close enough, she took his hand in hers and drew him close, leaning her head against his chest and listening to the steady beat of his heart.

The man reciprocated by wrapping his arms around her, resting his chin on her head. He was tense, half-expecting to hear the sound of sirens bearing down upon him and destroying their fragile peace, but none came. The paranoia would take time to fade completely, but in time, he would accept that he was no longer a fugitive of the law, that he no longer needed hide himself away.

While the city celebrated the death of Dr. Otto Octavius, AKA Dr. Octopus, Otto and Rosie Octavius celebrated life. A life free of pain, of hatred, of the constant threat of being torn apart forever.

"_Please, can't you understand? Let me go to him, Michael. Please. If you love me, then let me go." _It had been that heartbreaking plea that had finally made Michael realize what he was doing to his sister by keeping her away from her husband. He'd watched her pick up the pieces of her broken music box, his expression a confused mixture of anger, concern, and love. He'd knelt beside her, helping her sift the porcelain shards from the carpet, and had said finally, _"Rosie, as long as he lives, you'll never be free."_

This hadn't been a protest, as she'd first thought, but the beginnings of a plan. As long as Dr. Octopus remained a very real threat, he'd never be left alone. He'd be hunted until, inevitably, he was found and incarcerated – or worse. It was Michael who had first suggested they fake their death.

Thus had begun the elaborate ruse, the bare bones of which had been outlined in the letter Rosie had left for Otto and fleshed out over the following week. Rosie and Michael had agreed that not even their family must know, and had staged the argument and subsequent sulks so that, when questioned, Lucy and Eve could give the same story. The body guards were hired the following day, after Otto was sure to get Rosie's note, to further the deception. As they'd elaborated on the plan, it had grown to include others. Curt Connors had been useful in procuring cadavers to use as body doubles for Otto and Rosie, as well as finding the chemicals for Otto to stash in the warehouse chosen. And, after much internal debate, Otto had decided to bring Peter Parker in on it. Knowing the risk he ran, he'd contacted the youth through a puzzled Curt Connors, and the youth had agreed to a meeting between them. He'd been shocked when Parker had shown up, in his Spider-Man guise, and even more stunned when the vigilante agreed to listen to him, and, more importantly, to help. It warmed Otto to know that there were others in the city who still believed that there was a good man buried within Otto's monstrous exterior… He'd agreed to help manipulate the police to being in the right place at the right time, and had even helped pick out the location for Otto's last stand – ideal for its sub-level that had an outlet to lead to the river, an ideal escape route if one could create a trapdoor for quick access. They'd worked together to set up the pyrotechnics and choreograph the last battle, in a chemical-fueled fire hot enough to incinerate bodies past recognition. It had been a simple matter to fit some of the spare actuator components Otto had stored away to the male corpse, threading the interior with wiring that would melt in the flame. No one would ever know the mock-up actuators had never been functional.

There'd been one hitch; they hadn't expected the heroic SWAT member to grab Rosie, but it had worked out, perhaps better than anyone had expected. That it was Rosie's choice to 'die' with him made it all the more tragic.

They'd spent the night cramped in the narrow river outlet, waiting for the excitement to die down before making their escape at the break of dawn. Peter had met them in a lonely parking lot, wearing his costume sans mask, next to the slightly battered van and holding a suitcase and a cardboard box from Michael. He hadn't even flinched at Otto's revealed features, nor had he tried to conceal his identity from Rosie, a measure of trust that finally put the last of Otto's suspicion to rest. The suitcase had contained money, enough for Otto and Rosie to live off, and directions to a house that Michael had purchased for them out west, miles from their nearest neighbor. Their possessions would be waiting for them; Rosie's packed belongings had been picked up by movers, but they weren't headed towards Rebecca's home in California. And, before leaving the city, the movers had made another stop, collecting the items Otto had relocated from the lab.

The cardboard box had contained an unexpected item: Michael had taken it upon himself to replace the music box he'd accidentally broken during their fight, and now Christine and the Phantom stood unbroken on the van's stable floor, the tune it produced now sweet and pure.

"_Your brother wishes you the best of luck, and he says he loves you," _Peter had said to Rosie. Then he'd grinned crookedly. _"He also says you have one hell of a right hook."_ Rosie had hugged the younger man, and Otto had shaken his hand. Tears had gleamed on his seamed cheeks, but Peter had respectfully not commented on them. _"Dr. Connors says farewell, and to contact him when you reach Colorado. And… I want to apologize for giving the _Bugle _your photo; I know I'm partly responsible for all this." _The younger man's cocky grin widened. _"Stay away from New York, you two; I'd hate to have to defeat you again." _And with that parting shot, he'd pulled the mask over his still-grinning face and, with a dramatic feat of acrobatics, launched himself into the air and swung out of sight.

Still fearful of a betrayal, they'd stayed only long enough to apply their disguises, then had spent the morning driving out of the city, bringing them to the deserted rest stop on the lonely road, the first such that they would hit on their way to their new home. Otto reluctantly pulled from the embrace; only the knowledge that it was just the first of many more to come gave him the strength to part. Though he couldn't see Rosie, he could sense her gaze upon him. She'd turned her back on the city, her home, just to be with him. There was no regret; she would have given up more just to be with him. She would have given up her life to be with him in death, rather than spend another day without him. And now they would never part again.

"We did it, Rosie," Otto whispered, hardly daring to believe it. "We're free."

The End

It's over. For real, this time. I can't believe it… I never intended to write this story, but I was talked into it, and I'm glad that I did. The reason the last chapter went by so fast, with so little detail, was because if I had delved too deeply into their thoughts, the deception would have been revealed because so many people were in on it. I needed to make their death look 'real' – thus toying with all of your emotions. Heh. Had it not ended this way, the last chapter would have been truly heartbreaking. Did Michael redeem himself to you all? Anyway, it's over, and this is exactly what I've been planning to do since the beginning. It was, like I said, a satisfying ending, in my opinion. I hope you enjoyed the ride. Thanks, all of you, for sticking with this fic. I'm emotionally attached to it, and I'm glad you all enjoyed it. Stay tuned for _Shot in the Dark, _the next fic that I intend to work on now that this is over.


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